Cover Page Cover Page
Cover Page Cover Page - shares | 9 Months Ended | |
Jun. 30, 2020 | Aug. 03, 2020 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-36837 | |
Entity Registrant Name | ENERGIZER HOLDINGS, INC. | |
Entity Incorporation, State or Country Code | MO | |
Entity Tax Identification Number | 36-4802442 | |
Entity Address, Address Line One | 533 Maryville University Drive | |
Entity Address, City or Town | St. Louis, | |
Entity Address, State or Province | MO | |
City Area Code | (314) | |
Local Phone Number | 985-2000 | |
Entity Address, Postal Zip Code | 63141 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Central Index Key | 0001632790 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Common stock outstanding, shares | 68,517,466 | |
Common Stock | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Common Stock, par value $.01 per share | |
Security Exchange Name | NYSE | |
Trading Symbol | ENR | |
Convertible Preferred Stock | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | 7.50% Series A Mandatory Convertible Preferred Stock, par value $.01 per share | |
Security Exchange Name | NYSE | |
Trading Symbol | ENR PRA |
COMBINED STATEMENTS OF EARNINGS
COMBINED STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME (Condensed) (Unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Statement [Abstract] | ||||
Net sales | $ 658 | $ 647.2 | $ 1,981.8 | $ 1,775.5 |
Cost of products sold | 394.8 | 400.9 | 1,181.7 | 1,059.5 |
Gross profit | 263.2 | 246.3 | 800.1 | 716 |
Selling, general and administrative expense | 112.8 | 127.6 | 351 | 373.5 |
Advertising and sales promotion expense | 37.3 | 34.3 | 106.9 | 99.9 |
Research and development expense | 8.4 | 9.5 | 25.6 | 23.7 |
Amortization of intangible assets | 14.3 | 14.4 | 42.3 | 30.1 |
Interest expense | 50.8 | 51.9 | 149 | 177.3 |
Total Other items, net | 0.7 | (0.8) | 5.8 | (13.9) |
(Loss)/Earnings before income taxes | 38.9 | 9.4 | 119.5 | 25.4 |
Income tax provision | 9.9 | 0.2 | 31 | 7.7 |
Net earnings from continuing operations | 9.2 | 88.5 | 17.7 | |
Net earnings/(loss) from discontinued operations, net of income tax benefit of $0.4 and $6.6 for the quarter and nine months ended June 30, 2020, respectively, and an expense of $0.4 and a benefit of $2.5 for the quarter and nine months ended June 30, 2019, respectively | 0.8 | (1.8) | (130.3) | (12.8) |
Net earnings/(loss) | 29.8 | 7.4 | (41.8) | 4.9 |
Mandatory preferred stock dividends | (4) | (4.4) | (12.1) | (7.7) |
Net earnings/(loss) attributable to common shareholders | $ 25.8 | $ 3 | $ (53.9) | $ (2.8) |
Basic net (loss)/earnings per common share- continuing operations (in dollars per share) | $ 0.37 | $ 0.07 | $ 1.11 | $ 0.15 |
Basic net loss per common share- discontinued operations (in dollars per share) | 0.01 | (0.03) | (1.89) | (0.19) |
Basic net (loss)/earnings per common share (in dollars per share) | 0.38 | 0.04 | (0.78) | (0.04) |
Diluted net (loss)/earnings per common share- continuing operations (in dollars per share) | 0.37 | 0.07 | 1.10 | 0.15 |
Diluted net loss per common share- discontinued operations (in dollars per share) | 0.01 | (0.03) | (1.88) | (0.19) |
Diluted net (loss)/earnings per common share (in dollars per share) | $ 0.38 | $ 0.04 | $ (0.78) | $ (0.04) |
Weighted average shares of common stock - Basic (shares) | 68.5 | 69.6 | 68.9 | 65.5 |
Weighted average shares of common stock - Diluted (shares) | 68.7 | 70.6 | 69.4 | 66.5 |
Statements of Comprehensive Income: | ||||
Net (loss)/earnings | $ 29.8 | $ 7.4 | $ (41.8) | $ 4.9 |
Other comprehensive income/(loss), net of tax expense/(benefit) | ||||
Foreign currency translation adjustments | 2 | (12.3) | (3.2) | 4.3 |
Pension activity, net of tax of $0.5 and $2.2 for the quarter and nine months ended June 30, 2020, and $0.2 and $0.8, for the quarter and nine months ended June 30, 2019 respectively. | 1.1 | 0.9 | 6.3 | 3 |
Deferred loss on hedging activity, net of tax of ($0.6) and ($2.8) for the quarter and nine months ended June 30, 2020, respectively, and ($1.9) and ($3.7) for the quarter and nine months ended June 30, 2019, respectively. | (1.3) | (6.4) | (10.1) | (10.8) |
Total comprehensive gain/(loss) | $ 31.6 | $ (10.4) | $ (48.8) | $ 1.4 |
COMBINED STATEMENTS OF EARNIN_2
COMBINED STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME (Condensed) Parenthetical - USD ($) $ in Millions | 9 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Income Statement [Abstract] | ||
Pension/postretirement activity, tax | $ 0.5 | $ 0.2 |
Deferred (loss)/gain on hedging activity, tax | (0.6) | $ (1.9) |
Income tax benefit attributable to discontinued operations | $ (0.4) |
COMBINED BALANCE SHEETS (Conden
COMBINED BALANCE SHEETS (Condensed) (Unaudited) - USD ($) $ in Millions | Jun. 30, 2020 | Sep. 30, 2019 |
Current assets | ||
Cash and cash equivalents | $ 595.6 | $ 258.5 |
Trade receivables, less allowance for doubtful accounts of $4.7 and $3.8, respectively | 317.9 | 340.2 |
Inventories | 518.6 | 469.3 |
Other current assets | 186 | 177.1 |
Assets held for sale | 0 | 791.7 |
Total current assets | 1,618.1 | 2,036.8 |
Property, plant and equipment, net | 344.9 | 362 |
Operating lease assets | 123 | |
Goodwill | 1,008.7 | 1,004.8 |
Other intangible assets, net | 1,923.4 | 1,958.9 |
Deferred tax asset | 22.8 | 22.8 |
Other assets | 85.6 | 64.3 |
Total assets | 5,126.5 | 5,449.6 |
Current liabilities | ||
Current maturities of long-term debt | 91.3 | 0 |
Current portion of capital leases | 1.7 | |
Current portion of capital leases | 1.6 | |
Notes payable | 205.4 | 31.9 |
Accounts payable | 321.7 | 299 |
Current operating lease liabilities | 14.3 | |
Other current liabilities | 350 | 333.6 |
Liabilities held for sale | 0 | 402.9 |
Total current liabilities | 984.4 | 1,069 |
Long-term debt | 3,252.5 | 3,461.6 |
Operating lease liabilities | 112.6 | |
Deferred tax liability | 172.5 | 170.6 |
Other liabilities | 218.7 | 204.6 |
Total liabilities | 4,740.7 | 4,905.8 |
Shareholders' equity | ||
Common stock | 0.7 | 0.7 |
Mandatory convertible preferred stock | 0 | 0 |
Additional paid-in capital | 859.1 | 870.3 |
Retained earnings | 10.8 | 129.5 |
Treasury stock | (179.5) | (158.4) |
Accumulated other comprehensive loss | (305.3) | (298.3) |
Total shareholders' equity | 385.8 | 543.8 |
Total liabilities and shareholders' equity | $ 5,126.5 | $ 5,449.6 |
COMBINED BALANCE SHEETS (Cond_2
COMBINED BALANCE SHEETS (Condensed) (Unaudited) Parenthetical - USD ($) $ in Millions | Jun. 30, 2020 | Sep. 30, 2019 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 4.4 | $ 3.8 |
COMBINED STATEMENTS OF CASH FLO
COMBINED STATEMENTS OF CASH FLOWS (Condensed) (Unaudited) - USD ($) $ in Millions | 9 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash Flow from Operating Activities | ||
Net (loss)/earnings | $ (41.8) | $ 4.9 |
Net loss from discontinued operations | (130.3) | (12.8) |
Net earnings from continuing operations | 88.5 | 17.7 |
Non-cash integration and restructuring charges | 12.1 | 0 |
Depreciation and amortization | 84.3 | 70.8 |
Deferred income taxes | 2.1 | (1.2) |
Share-based compensation expense | 21.2 | 20.8 |
Mandatory transition tax | 0 | 0.7 |
Inventory step up | 0 | 33.7 |
Non-cash items included in income, net | 22.6 | (3) |
Other, net | 0.2 | (16.7) |
Changes in current assets and liabilities used in operations | 0.9 | (92.4) |
Net cash from operating activities from continuing operations | 231.9 | 30.4 |
Net cash used by operating activities from discontinued operations | (12.9) | (23.4) |
Net cash from operating activities | 219 | 7 |
Cash Flow from Investing Activities | ||
Capital expenditures | (44.4) | (36.4) |
Proceeds from sale of assets | 1.5 | 0.1 |
Acquisitions, net of cash acquired | (4.5) | (2,453.8) |
Net cash used by investing activities from continuing operations | (47.4) | (2,490.1) |
Net cash from/(used by) investing activities from discontinued operations | 280.9 | (403.1) |
Net cash from/(used by) investing activities | 233.5 | (2,893.2) |
Cash Flow from Financing Activities | ||
Cash proceeds from issuance of debt with original maturities greater than 90 days | 620.6 | 1,800 |
Payments on debt with maturities greater than 90 days | (770.3) | (513.8) |
Net increase/(decrease) in debt with original maturities of 90 days or less | 171.5 | (204.5) |
Debt issuance costs | (6.1) | (40.1) |
Net proceeds from issuance of mandatory convertible preferred stock | 0 | 199.5 |
Net proceeds from issuance of common stock | 0 | 205.3 |
Dividends paid on mandatory convertible preferred stock | (12.1) | (4) |
Dividends paid on common stock | (64.3) | (61.7) |
Common stock purchased | (45) | (45) |
Taxes paid for withheld share-based payments | (9.7) | (7.2) |
Net cash (used by)/from financing activities from continuing operations | (115.4) | 1,328.5 |
Net cash used by financing activities from discontinued operations | (1.1) | (2.9) |
Net cash (used by)/from financing activities | (116.5) | 1,325.6 |
Effect of exchange rate changes on cash | 1.1 | (1.3) |
Net increase/(decrease) in cash, cash equivalents, and restricted cash from continuing operations | 70.2 | (1,132.5) |
Net increase/(decrease) in cash, cash equivalents, and restricted cash from discontinued operations | 266.9 | (429.4) |
Net increase/(decrease) in cash, cash equivalents, and restricted cash | 337.1 | (1,561.9) |
Cash, cash equivalents, and restricted cash, beginning of period | 258.5 | 1,768.3 |
Cash, cash equivalents, and restricted cash, end of period | $ 595.6 | $ 206.4 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY/(DEFICIT) - USD ($) $ in Millions | Total | Common Stock | Preferred Stock | Preferred Stock | Preferred StockPreferred Stock | Common Stock | Common StockCommon Stock | Additional Paid-in Capital | Additional Paid-in CapitalCommon Stock | Additional Paid-in CapitalPreferred Stock | Retained Earnings | Accumulated Other Comprehensive (Loss)/Income | Treasury Stock |
Beginning Balance at Sep. 30, 2018 | $ 24.5 | $ 0 | $ 0.6 | $ 217.8 | $ 177.3 | $ (241.8) | $ (129.4) | ||||||
Beginning Balance, Common Stock (in shares) at Sep. 30, 2018 | 59,608,000 | ||||||||||||
Beginning Balance, Preferred Stock (in shares) at Sep. 30, 2018 | 0 | ||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net (loss)/earnings | 70.8 | 70.8 | |||||||||||
Share based payments | 6.5 | 6.5 | |||||||||||
Activity under stock plans | (7.1) | (16.1) | (3.6) | 12.6 | |||||||||
Activity under stock plans (in shares) | 290,000 | ||||||||||||
Dividends to common shareholders | (18.4) | (18.4) | |||||||||||
Other comprehensive loss | (5.9) | (5.9) | |||||||||||
Ending Balance at Dec. 31, 2018 | $ 70.4 | $ 0 | $ 0.6 | 208.2 | 226.1 | (247.7) | (116.8) | ||||||
Ending Balance, Common Stock (in shares) at Dec. 31, 2018 | 59,898,000 | ||||||||||||
Ending Balance, Preferred Stock (in shares) at Dec. 31, 2018 | 0 | ||||||||||||
Dividends per common share (in dollars per share) | $ 61,400,000 | ||||||||||||
Beginning Balance at Sep. 30, 2018 | $ 24.5 | $ 0 | $ 0.6 | 217.8 | 177.3 | (241.8) | (129.4) | ||||||
Beginning Balance, Common Stock (in shares) at Sep. 30, 2018 | 59,608,000 | ||||||||||||
Beginning Balance, Preferred Stock (in shares) at Sep. 30, 2018 | 0 | ||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net loss from discontinued operations | (12.8) | ||||||||||||
Deferred compensation plan | 0.1 | ||||||||||||
Ending Balance at Jun. 30, 2019 | $ 570.7 | $ 0 | $ 0.7 | 867.2 | 109.5 | (245.3) | (161.4) | ||||||
Ending Balance, Common Stock (in shares) at Jun. 30, 2019 | 68,840,000 | ||||||||||||
Ending Balance, Preferred Stock (in shares) at Jun. 30, 2019 | 2,156,000 | ||||||||||||
Dividends per common share (in dollars per share) | $ 0.30 | ||||||||||||
Beginning Balance at Dec. 31, 2018 | $ 70.4 | $ 0 | $ 0.6 | 208.2 | 226.1 | (247.7) | (116.8) | ||||||
Beginning Balance, Common Stock (in shares) at Dec. 31, 2018 | 59,898,000 | ||||||||||||
Beginning Balance, Preferred Stock (in shares) at Dec. 31, 2018 | 0 | ||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net (loss)/earnings | (62.3) | (62.3) | |||||||||||
Net loss from discontinued operations | (11) | (11) | |||||||||||
Share based payments | 7.6 | 7.6 | |||||||||||
Issuance of stock | $ 445.8 | $ 199.5 | $ 0.1 | $ 445.7 | $ 199.5 | ||||||||
Issuance of stock (in shares) | 2,156,000 | 9,966,000 | |||||||||||
Activity under stock plans | 0 | (0.5) | 0.5 | ||||||||||
Activity under stock plans (in shares) | 11,000 | ||||||||||||
Dividends to common shareholders | (21.6) | (21.6) | |||||||||||
Dividends to preferred shareholders | (3.3) | (3.3) | |||||||||||
Other comprehensive loss | 20.2 | 20.2 | |||||||||||
Ending Balance at Mar. 31, 2019 | 645.3 | $ 0 | $ 0.7 | 860.5 | 127.9 | (227.5) | (116.3) | ||||||
Ending Balance, Common Stock (in shares) at Mar. 31, 2019 | 69,875,000 | ||||||||||||
Ending Balance, Preferred Stock (in shares) at Mar. 31, 2019 | 2,156,000 | ||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net (loss)/earnings | 9.2 | 9.2 | |||||||||||
Net loss from discontinued operations | (1.8) | (1.8) | |||||||||||
Share based payments | 6.7 | 6.7 | |||||||||||
Common stock purchased | (45) | (45) | |||||||||||
Common stock purchased (in shares) | (1,036,000) | ||||||||||||
Activity under stock plans | (0.1) | (0.1) | |||||||||||
Deferred compensation plan | 0.1 | ||||||||||||
Activity under stock plans (in shares) | 1,000 | ||||||||||||
Dividends to common shareholders | (21.4) | (21.4) | |||||||||||
Dividends to preferred shareholders | (4.4) | (4.4) | |||||||||||
Other comprehensive loss | (17.8) | (17.8) | |||||||||||
Ending Balance at Jun. 30, 2019 | 570.7 | $ 0 | $ 0.7 | 867.2 | 109.5 | (245.3) | (161.4) | ||||||
Ending Balance, Common Stock (in shares) at Jun. 30, 2019 | 68,840,000 | ||||||||||||
Ending Balance, Preferred Stock (in shares) at Jun. 30, 2019 | 2,156,000 | ||||||||||||
Beginning Balance at Sep. 30, 2019 | 543.8 | $ 0 | $ 0.7 | 870.3 | 129.5 | (298.3) | (158.4) | ||||||
Beginning Balance, Common Stock (in shares) at Sep. 30, 2019 | 68,902,000 | ||||||||||||
Beginning Balance, Preferred Stock (in shares) at Sep. 30, 2019 | 2,156,000 | ||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net (loss)/earnings | 45.8 | 45.8 | |||||||||||
Net loss from discontinued operations | 0.3 | 0.3 | |||||||||||
Share based payments | 7.2 | 7.2 | |||||||||||
Activity under stock plans | (9.4) | (24.9) | (1.1) | 16.6 | |||||||||
Activity under stock plans (in shares) | 374,000 | ||||||||||||
Dividends to common shareholders | (21.4) | (21.4) | |||||||||||
Dividends to preferred shareholders | (4) | (4) | |||||||||||
Other comprehensive loss | 25.2 | 25.2 | |||||||||||
Ending Balance at Dec. 31, 2019 | $ 587.5 | $ 0 | $ 0.7 | 852.6 | 149.1 | (273.1) | (141.8) | ||||||
Ending Balance, Common Stock (in shares) at Dec. 31, 2019 | 69,276,000 | ||||||||||||
Ending Balance, Preferred Stock (in shares) at Dec. 31, 2019 | 2,156,000 | ||||||||||||
Dividends per common share (in dollars per share) | $ 63,600,000 | ||||||||||||
Beginning Balance at Sep. 30, 2019 | $ 543.8 | $ 0 | $ 0.7 | 870.3 | 129.5 | (298.3) | (158.4) | ||||||
Beginning Balance, Common Stock (in shares) at Sep. 30, 2019 | 68,902,000 | ||||||||||||
Beginning Balance, Preferred Stock (in shares) at Sep. 30, 2019 | 2,156,000 | ||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net loss from discontinued operations | (130.3) | ||||||||||||
Deferred compensation plan | 0.3 | ||||||||||||
Ending Balance at Jun. 30, 2020 | 385.8 | $ 0 | $ 0.7 | 859.1 | 10.8 | (305.3) | (179.5) | ||||||
Ending Balance, Common Stock (in shares) at Jun. 30, 2020 | 68,459,000 | ||||||||||||
Ending Balance, Preferred Stock (in shares) at Jun. 30, 2020 | 2,156,000 | ||||||||||||
Beginning Balance at Dec. 31, 2019 | 587.5 | $ 0 | $ 0.7 | 852.6 | 149.1 | (273.1) | (141.8) | ||||||
Beginning Balance, Common Stock (in shares) at Dec. 31, 2019 | 69,276,000 | ||||||||||||
Beginning Balance, Preferred Stock (in shares) at Dec. 31, 2019 | 2,156,000 | ||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net (loss)/earnings | 13.7 | 13.7 | |||||||||||
Net loss from discontinued operations | (131.4) | (131.4) | |||||||||||
Share based payments | 8.7 | 8.7 | |||||||||||
Common stock purchased | (45) | (45) | |||||||||||
Common stock purchased (in shares) | (980,000) | ||||||||||||
Activity under stock plans | (0.3) | (1.7) | (0.1) | 1.5 | |||||||||
Deferred compensation plan | 0 | (5.7) | 5.7 | ||||||||||
Deferred compensation plan (in shares) | 125,000 | ||||||||||||
Activity under stock plans (in shares) | 36,000 | ||||||||||||
Dividends to common shareholders | (21.4) | (21.4) | |||||||||||
Dividends to preferred shareholders | (4.1) | (4.1) | |||||||||||
Other comprehensive loss | (34) | (34) | |||||||||||
Ending Balance at Mar. 31, 2020 | 373.7 | $ 0 | $ 0.7 | 853.9 | 5.8 | (307.1) | (179.6) | ||||||
Ending Balance, Common Stock (in shares) at Mar. 31, 2020 | 68,457,000 | ||||||||||||
Ending Balance, Preferred Stock (in shares) at Mar. 31, 2020 | 2,156,000 | ||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net (loss)/earnings | 29 | 29 | |||||||||||
Net loss from discontinued operations | 0.8 | 0.8 | |||||||||||
Share based payments | 5.3 | 5.3 | |||||||||||
Common stock purchased | $ (45) | ||||||||||||
Common stock purchased (in shares) | (980,136) | ||||||||||||
Activity under stock plans | (0.1) | 0.1 | |||||||||||
Deferred compensation plan | $ 0.5 | ||||||||||||
Activity under stock plans (in shares) | 2,000 | ||||||||||||
Dividends to common shareholders | (20.8) | (20.8) | |||||||||||
Dividends to preferred shareholders | (4) | (4) | |||||||||||
Other comprehensive loss | 1.8 | 1.8 | |||||||||||
Ending Balance at Jun. 30, 2020 | $ 385.8 | $ 0 | $ 0.7 | $ 859.1 | $ 10.8 | $ (305.3) | $ (179.5) | ||||||
Ending Balance, Common Stock (in shares) at Jun. 30, 2020 | 68,459,000 | ||||||||||||
Ending Balance, Preferred Stock (in shares) at Jun. 30, 2020 | 2,156,000 |
Description of Business and Bas
Description of Business and Basis of Presentation | 9 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Description of Business and Basis of Presentation | Description of Business and Basis of Presentation Description of Business - Energizer Holdings, Inc. and its subsidiaries (Energizer or the Company) is a global manufacturer, marketer and distributor of household batteries, specialty batteries, portable lights, and automotive appearance, performance, refrigerants and freshener products. Batteries and lights are sold under the Energizer®, Eveready®, Rayovac® and Varta® brand names following the fiscal 2019 acquisition of Spectrum Holdings, Inc.'s (Spectrum) global battery, lighting, and portable power business (Battery Acquisition). Energizer offers batteries using lithium, alkaline, carbon zinc, nickel metal hydride, zinc air and silver oxide constructions. Automotive appearance, performance, refrigerants and freshener products are sold under the Refresh Your Car!®, California Scents®, Driven®, Bahama & Co.®, LEXOL®, Eagle One®, Armor All®, STP®, and A/C PRO® brands following the fiscal 2019 acquisition of Spectrum's global auto care business (Auto Care Acquisition). Refer to Note 3, Acquisitions, for additional discussion on the fiscal 2019 acquisitions. On January 2, 2020, the Company sold the Varta® consumer battery business in the Europe, Middle East and Africa regions, including manufacturing and distribution facilities in Germany (Divestment Business) to VARTA Aktiengesellschaft (VARTA AG) for a contractual purchase price of €180.0, subject to purchase price adjustments (Varta Divestiture). This business was acquired as part of the Battery Acquisition. Pursuant to the terms of the Battery Acquisition agreement, Spectrum also contributed cash proceeds toward this sale. Total cash proceeds received, including related hedging arrangements, net of the final working capital settlement, were $323.1 and the Company recorded a pre-tax loss of $137.2. Refer to Note 4, Divestment, for further discussion. Basis of Presentation - The accompanying Consolidated (Condensed) Financial Statements include the accounts of Energizer and its subsidiaries. All significant intercompany transactions are eliminated. Energizer has no material equity method investments, variable interests or non-controlling interests. The accompanying Consolidated (Condensed) Financial Statements have been prepared in accordance with Article 10 of Regulation S-X and do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. The year-end Consolidated (Condensed) Balance Sheet was derived from the audited financial statements included in Energizer's Report on Form 10-K, but does not include all disclosures required by U.S. GAAP. In the opinion of management, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair statement of our operations, financial position and cash flows have been included. Operating results for any quarter are not necessarily indicative of the results for any other quarter or for the full year. These statements should be read in conjunction with the financial statements and notes thereto for Energizer for the year ended September 30, 2019 included in the Annual Report on Form 10-K dated November 19, 2019. As a result of the Varta Divestiture, the assets and liabilities associated with the Divestment Business as of September 30, 2019 were classified as held for sale in the accompanying Consolidated (Condensed) Balance Sheet. There were no assets or liabilities from these operations as of June 30, 2020. The respective operations of the Divestment Business, including the loss recorded on divestment, for the three and nine months ended June 30, 2020 and 2019 have also been classified as discontinued operations in the accompanying Consolidated (Condensed) Statements of Earnings and Comprehensive Income and Consolidated (Condensed) Statements of Cash Flows. Refer to Note 4, Divestment, for more information on the assets and liabilities classified as held for sale and discontinued operations. Recently Adopted Accounting Pronouncements - Effective October 1, 2019, the Company adopted ASU 2016-02 and related standards (collectively ASC 842, Leases ). This new guidance aligns the measurement of leases under GAAP more closely with International Financial Reporting Standards by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The Company elected the optional transition method and adopted the new guidance on a modified retrospective basis with no restatement of prior period amounts. Further, the Company elected to apply the package of practical expedients which allows companies to carry forward original lease determinations, lease classifications, and accounting for initial direct costs. Energizer also made the policy elections upon adoption for the exclusion of short term leases on the balance sheet and to not separate lease and non-lease components. The adoption of ASC 842, Leases , resulted in the recognition of additional assets and corresponding liabilities on the Consolidated (Condensed) Balance Sheet for the Company's operating leases; however, it did not have a material impact on the Consolidated (Condensed) Statement of Earnings and Comprehensive Income, the Consolidated (Condensed) Statement of Cash Flows and the Consolidated (Condensed) Statement of Shareholders' Equity/(Deficit), including retained earnings. Refer to Note 10, Leases, for further information. Recently Announced Accounting Pronouncements - In March 2020, the FASB issued ASU 2020-04 Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition The Company, through its operating subsidiaries, is one of the world’s largest manufacturers, marketers and distributors of household batteries, specialty batteries and lighting products, and automotive appearance, performance, refrigerants and freshener products. We distribute our products to consumers through numerous retail locations worldwide, including mass merchandisers and warehouse clubs, food, drug and convenience stores, electronics specialty stores and department stores, hardware and automotive centers, e-commerce and military stores. We sell to our customers through a combination of a direct sales force and exclusive and non-exclusive third-party distributors and wholesalers. The Company’s revenue is primarily generated from the sale of finished product to customers. Sales predominantly contain a single delivery element, or performance obligation, and revenue is recognized at a single point in time when title, ownership and risk of loss pass to the customer. This typically occurs when finished goods are delivered to the customer or when finished goods are picked up by a customer or customer’s carrier, depending on contract terms. Supplemental product and market information is presented below for revenues from external customers for the quarters and nine months ended June 30, 2020 and 2019: For the Quarter Ended June 30, For the Nine Months Ended June 30, Net Sales 2020 2019 2020 2019 Batteries $ 470.7 $ 457.2 $ 1,520.3 $ 1,398.5 Auto Care 161.4 160.8 370.3 289.9 Lights and Licensing 25.9 29.2 91.2 87.1 Total Net Sales $ 658.0 $ 647.2 $ 1,981.8 $ 1,775.5 For the Quarter Ended June 30, For the Nine Months Ended June 30, 2020 2019 2020 2019 Net Sales North America $ 443.4 $ 410.3 $ 1,257.4 $ 1,075.2 Latin America 48.5 54.8 158.9 145.0 Americas 491.9 465.1 1,416.3 1,220.2 Modern Markets 96.0 101.9 339.9 331.8 Developing Markets 42.5 47.6 139.9 142.2 Distributors Markets 27.6 32.6 85.7 81.3 International 166.1 182.1 565.5 555.3 Total Net Sales $ 658.0 $ 647.2 $ 1,981.8 $ 1,775.5 |
Acquisition
Acquisition | 9 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Acquisition | Acquisitions Custom Accessories Europe Acquisition - On January 31, 2020, the Company entered into a share purchase agreement to acquire Custom Accessories Europe Group International Limited (“CAE”) for $1.9 in cash. CAE is a well-established marketer of branded automotive accessories throughout the United Kingdom and Europe. CAE partners with major automotive accessory brand owners to identify and develop complimentary brand extensions supported by sourcing and distribution activities. The purchase agreement has potential earnout payments that could increase the purchase price up to $9.9 if certain financial metrics are achieved over the next three years. The Company has estimated the preliminary purchase price to be $7.0 and has preliminarily allocated the purchase price to the assets acquired and liabilities assumed, resulting in identified intangible assets for vendor relationships of approximately $5.7, which will be amortized over the three-year lives of the vendor agreements. Battery Acquisition - On January 2, 2019, the Company completed the Battery Acquisition with a contractual purchase price of $2,000.0, subject to certain purchase price adjustments. The acquisition expanded our battery portfolio globally with the addition of a strong value brand. The final cash paid after contractual and working capital adjustments was $1,962.4. Included in that amount is $400.0 of cash consideration that has been allocated to the Divestment Business. The Battery Acquisition was accounted for as a business combination using the acquisition method of accounting which requires assets acquired and liabilities assumed to be recognized at fair value as of the acquisition date. We have calculated fair values of assets and liabilities acquired for the Battery Acquisition. During the quarter ended December 31, 2019, the Company completed the valuation analysis for the Battery Acquisition and no significant changes were made to the valuation. For purposes of the allocation, the Company determined a fair value adjustment for inventory based on the estimated selling price of finished goods on hand at the closing date less the sum of (a) costs of disposal and (b) a reasonable profit allowance for the selling effort of the acquiring entity. The fair value adjustment for the inventory of $14.6 was recorded as expense to Cost of products sold as that inventory was sold in fiscal 2019. The fair values of the Battery Acquisition's Property, plant and equipment were estimated using the market approach for land and variations of the cost approach for the buildings and equipment. The fair values of the Battery Acquisition's identifiable intangible assets were estimated using variations of the income approach. The fair value of the acquired trade names and customer relationships was determined by applying the multi-period excess earnings method under the income approach. The fair value of proprietary technology acquired was determined by applying the relief-from-royalty method under the income approach. The Divestment Business included the valuation of Inventory, Property, plant and equipment and Intangible assets consistent with the valuation methods discussed above. The fair value adjustment for the inventory of $11.2 was recorded as expense in the results from discontinued operations in fiscal 2019 as that inventory was sold. Goodwill was also allocated to the Divestment Business. The assets and liabilities of the Divestment Business were included as held for sale on the purchase price allocation. The following table outlines the purchase price allocation as of the date of acquisition: Cash and cash equivalents $ 37.8 Trade receivables 54.2 Inventories 80.8 Other current assets 28.2 Assets held for sale 794.6 Property, plant and equipment, net 133.2 Goodwill 496.0 Other intangible assets, net 805.8 Other assets 10.3 Current portion of capital leases (1.2) Accounts payable (39.2) Other current liabilities (19.3) Long-term debt (14.7) Liabilities held for sale (394.6) Other liabilities (9.5) Net assets acquired $ 1,962.4 The table below outlines the purchased identifiable intangible assets of $805.8: Total Weighted Average Useful Lives Trade names $ 587.0 Indefinite Proprietary technology 59.0 6.2 Customer relationships 159.8 15.0 Total Other intangible assets, net $ 805.8 The goodwill acquired in this acquisition is attributable to the workforce of the acquired business and the synergies expected to arise with this transaction through network optimization, Selling, general and administrative expense (SG&A) reductions and procurement efficiencies. The goodwill associated with this acquisition is deductible for tax purposes. Auto Care Acquisition - On January 28, 2019, Energizer completed the acquisition of Spectrum’s global auto care business, including the Armor All, STP, and A/C PRO brands, for a contractual purchase price of $1,250.0, subject to certain purchase price adjustments. The contractual purchase price was comprised of $937.5 in cash and $312.5 of newly-issued Energizer common stock to Spectrum. The initial cash paid in fiscal 2019 after contractual and estimated working capital adjustments was $938.7. During the quarter ended December 31, 2019, the Company finalized the working capital adjustments with Spectrum and paid an additional $3.6 of cash. The equity consideration paid to Spectrum was fair valued at $240.5 based on the 5.3 million shares issued to Spectrum at the Energizer closing stock price of $45.55 on January 28, 2019. The final purchase price paid in cash and equity consideration was $1,182.8. The acquisition allowed for the Company to become a global leader in the auto care market and added automotive performance and air conditioning recharge products to its auto care portfolio. The Auto Care Acquisition was accounted for as a business combination using the acquisition method of accounting which requires assets acquired and liabilities assumed to be recognized at fair value as of the acquisition date. We have calculated fair values of assets and liabilities acquired for the Auto Care Acquisition. During the quarter ended December 31, 2019, the Company completed the valuation analysis for the Auto Care Acquisition. The only significant change in the analysis since the end of fiscal 2019 was the increase in purchase price of $3.6 mentioned above. For purposes of allocation, the Company determined a fair value adjustment for inventory based on the estimated selling price of finished goods on hand at the closing date less the sum of (a) costs of disposal and (b) a reasonable profit allowance for the selling effort of the acquiring entity. The fair value adjustment for the inventory was $21.6 and was recorded to Cost of products sold as the respective inventory was sold in fiscal 2019. The fair values of the Auto Care Acquisition's Property, plant and equipment were estimated using variations of the cost approach for the building and equipment. The fair values of the Auto Care Acquisition's identifiable intangible assets were estimated using variations of the income approach. The fair value of trade names and customer relationships acquired was determined by applying the multi-period excess earnings method under the income approach. The fair value of proprietary technology acquired was determined by applying the relief-from-royalty method under the income approach. The following table outlines the purchase price allocation as of the date of acquisition: Cash and cash equivalents $ 3.3 Trade receivables 39.7 Inventories 98.6 Other current assets 8.9 Property, plant and equipment, net 70.8 Goodwill 274.0 Other intangible assets, net 965.3 Deferred tax assets 4.2 Other assets 1.7 Current portion of capital leases (0.4) Accounts payable (28.6) Other current liabilities (10.9) Long-term debt (31.9) Other liabilities (deferred tax liabilities) (211.9) Net assets acquired $ 1,182.8 The table below outlines the purchased identifiable intangible assets of $965.3: Total Weighted Average Useful Lives Trade names $ 701.6 Indefinite Trade names 15.4 15.0 Proprietary technology 113.5 9.8 Customer relationships 134.8 15.0 Total Other intangible assets, net $ 965.3 The goodwill acquired in this acquisition is attributable to the workforce of the acquired business and the synergies expected to arise with this transaction through network optimization, SG&A reductions and procurement efficiencies. The goodwill is not deductible for tax purposes. Pro Forma Financial Information- Pro forma net sales, Pro forma net earnings from continuing operations and Pro forma diluted net earnings per common share - continuing operations for the quarter and nine months ended June 30, 2019 are shown in the table below. The pro forma results are presented as if the Battery and Auto Care Acquisitions had occurred on October 1, 2017. Pro forma results for the CAE acquisition were not considered material and, as such, are not included below. The pro forma results are not indicative of the results the Company would have achieved if the acquisitions had occurred that date or indicative of the results of the future operation of the combined company. The pro forma adjustments are based upon purchase price allocations and include purchase accounting adjustments for the impact of the inventory step up charge, depreciation and amortization expense from the fair value of the intangible assets and property, plant and equipment, interest and financing costs and the impact of the equity consideration completed to fund the acquisitions. Cost synergies that may result from combining Energizer and the Battery and Auto Care Acquisitions are not included in the pro forma table below. For the Quarter Ended June 30, 2019 For the Nine Months Ended June 30, 2019 Pro forma net sales $ 647.2 $ 2,000.4 Pro forma net earnings from continuing operations 14.2 113.6 Pro forma mandatory preferred stock dividends 4.1 12.2 Pro forma net earnings from continuing operations attributable to common shareholders $ 10.1 $ 101.4 Pro forma diluted net earnings per common share - continuing operations $ 0.14 $ 1.43 Pro forma weighted average shares of common stock - Diluted 70.6 71.0 The shares included in the above are adjusted to assume that the issuance of the common stock and Mandatory Convertible Preferred Shares (MCPS) shares for the Auto Care Acquisition occurred as of October 1, 2017. For the quarter and nine months ended June 30, 2019, the MCPS conversion was anti-dilutive and not assumed in the calculation. The unaudited pro forma data above includes the following significant adjustments for certain costs in order to present results as if the acquisitions had occurred as of October 1, 2017. The following expenses, which are net of the applicable tax rates, were added to or removed from the net earnings amounts for the respective period: Expense removed/(Additional expense) For the Quarter Ended For the Nine Months Ended June 30, 2019 Inventory step up (1) $ 5.0 $ 27.5 Acquisition and integration costs (2) — 30.1 Interest and ticking fees on escrowed debt (3) — 27.5 Gains on escrowed funds (4) — (12.0) (1) The inventory step up was removed from the quarter and nine months ended June 30, 2019 pro forma results as the inventory turn would have occurred in the first quarter of fiscal 2018. (2) Acquisition and integration costs incurred to obtain legal approval, investment banking fees and other transaction related expenses that occurred prior to closing of the acquisitions, were removed from the various periods as those costs would have occurred in fiscal 2018 when the transaction is assumed to have occurred. (3) Interest and ticking fees from the acquisition related debt were accrued over the periods prior to the acquisition occurring. These fees were removed as they would not have been incurred if the acquisition occurred October 1, 2017. The interest from the new capital structure was included in the results and the pre-tax interest expense amounts of $50.0 and $150.0 for the three and nine month periods, respectively, were included in the results above. (4) The escrowed debt funds earned interest income and had gains on the non-functional currency balances. These gains would not have been realized if the transaction had occurred as of October 1, 2017. Excluded from the above pro forma results is the write down of assets of business held for sale to fair value less cost to sell of $107.2 recorded by the Auto Care business during the nine months ended June 30, 2019. This loss was recorded as a direct result of the transaction and would not have impacted the combined Company results. Acquisition and Integration Costs- The Company incurred pre-tax acquisition and integration costs related to the Battery and Auto Care Acquisitions of $11.4 and $47.6 in the quarter and nine months ended June 30, 2020, respectively, and $28.0 and $159.9 for the quarter and nine months ended June 30, 2019, respectively. Pre-tax costs recorded in Costs of products sold were $5.5 and $20.7 for the quarter and nine months ended June 30, 2020, respectively, primarily related to the facility exit and restructuring related costs, discussed in Note 5, Restructuring. Pre-tax costs recorded in Costs of products sold were $12.4 and $44.1 for the the quarter and the nine months ended June 30, 2019, respectively. These costs primarily related to the inventory fair value adjustment of $6.5 and $33.7 for the quarter and nine months, respectively. Pre-tax acquisition and integration costs recorded in SG&A were $6.1 and $25.3 for the quarter and nine months ended June 30, 2020, respectively, related to the integration of the acquisitions, including consulting fees and costs of integrating the information technology systems of the businesses. Pre-tax acquisition and integration costs recorded in SG&A were $15.1 and $63.1 for the quarter and nine months ended June 30, 2019, respectively, primarily related to acquisition success fees and legal, consulting and advisory fees to assist with obtaining regulatory approval around the globe and to plan for the closing and integration of the Battery and Auto Care Acquisitions. For the quarter and nine months ended June 30, 2020, the Company recorded $0.2 and $1.2, respectively, of acquisition and integration related costs in research and development. For the quarter and nine months ended June 30, 2019, the Company recorded $0.3 of acquisition and integration related costs in research and development. Also included in the pre-tax acquisition costs for the nine months ended June 30, 2019 was $65.6 of interest expense, including ticking fees, related to the escrowed debt for the Battery Acquisition and the financing fees incurred related to amending and issuing the debt for the Battery and Auto Care Acquisitions. Included in Other items, net for the quarter ended June 30, 2020 was $0.4 of pre-tax transition services income. Other items, net for the nine months ended June 30, 2020 were pre-tax expenses of $0.4, which included a $2.2 loss related to the hedge contract on the proceeds from the Varta Divestiture, offset by a $1.0 gain on the sale of assets and $0.8 transition services income. Included in Other items, net for the three and nine months ended June 30, 2019 were pre-tax expenses of $0.2 and pre-tax income of $13.2, respectively. The quarter included transition services income of $0.7 offset by a $0.9 loss related to the hedge contract on the expected proceeds from the Varta Divestiture. |
Divestment
Divestment | 9 Months Ended |
Jun. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Divestment | Divestment As discussed in Note 1, Description of Business and Basis of Presentation, the Divestment Business was classified as discontinued operations in the accompanying Consolidated (Condensed) Statements of Earnings and Comprehensive Income and as held for sale in the accompanying Consolidated (Condensed) Balance Sheet as of September 30, 2019. On May 29, 2019, the Company entered into a definitive purchase agreement with VARTA AG to sell the Divestment Business for €180.0, subject to approval by the European Commission and certain purchase price adjustments. On January 2, 2020, the Company sold the business to VARTA AG. Total cash proceeds, including related hedging arrangements, net of the final working capital settlement, were $323.1 from Varta AG and Spectrum. Spectrum contributed proceeds pursuant to the terms of the Battery Acquisition agreement. For the quarter and nine months ended June 30, 2020 the Company has recorded a pre-tax benefit of $0.4 and loss of $137.2 for the divestment, which includes contractual adjustments and recognition of tax and other indemnifications under the definitive purchase agreement. Under the definitive purchase agreement, the Company indemnified VARTA AG for certain tax liabilities that existed as of the divestment date. As previously disclosed, Spectrum has further indemnified the Company for those liabilities that arose from the tax years prior to the Company's acquisition of the Divestment Business. An indemnification asset and liability, where necessary, has been recorded to reflect these arrangements. The following table summarizes the assets and liabilities of the Divestment Business classified as held for sale as of September 30, 2019: September 30, 2019 Assets Trade receivables $ 50.9 Inventories 59.8 Other current assets 41.5 Property, plant and equipment, net 78.8 Goodwill 50.5 Other intangible assets, net 489.0 Other assets 21.2 Assets held for sale $ 791.7 Liabilities Current portion of capital leases $ 5.3 Accounts payable 45.9 Notes payable 0.6 Other current liabilities 99.8 Long-term debt 23.5 Long term deferred tax liability 169.9 Other liabilities (1) 57.9 Liabilities held for sale $ 402.9 (1) Included in Other liabilities are pension liabilities of $42.4 related to the Divestment Business as of September 30, 2019, respectively. The following table summarizes the components of Net loss from discontinued operations in the accompanying Consolidated (Condensed) Statement of Earnings and Comprehensive Income for the quarter and nine months ended June 30, 2020 and 2019. For the Quarter Ended June 30, For the Nine Months Ended June 30, 2020 2019 2020 2019 Net sales $ — $ 69.9 $ 115.8 $ 150.1 Cost of products sold — 52.5 88.2 122.3 Gross profit — 17.4 27.6 27.8 Selling, general and administrative expense — 18.1 18.0 39.2 Advertising and sales promotion expense — 0.2 0.3 0.5 Research and development expense — 0.2 0.8 0.2 Interest expense — 3.7 12.1 10.4 Loss on sale of disposition (0.4) — 137.2 — Other items, net — (3.4) (3.9) (7.2) Earnings/(loss) before income taxes 0.4 (1.4) (136.9) (15.3) Income tax (benefit)/expense (0.4) 0.4 (6.6) (2.5) Net earnings/(loss) from discontinued operations $ 0.8 $ (1.8) $ (130.3) $ (12.8) Included in the Net loss from discontinued operations for the nine months ended June 30, 2020, are divestment related pre-tax costs of $1.7. Also included in the Net loss from discontinued operations for the nine months ended June 30, 2020 is the write off of $6.9 of deferred financing fees related to the pre-payment of debt from the divestment proceeds. For the nine months ended June 30, 2020 the Net loss from discontinued operations included $5.0 of allocated pre-tax interest expense. Included in the Net loss from discontinued operations for the quarter ended June 30, 2019 are divestment related pre-tax costs of $4.2 and allocated pre-tax interest expense of $3.7. Included in the nine months ended June 30, 2019, are the inventory fair value pre-tax adjustment of $11.2, divestment related pre-tax costs of $9.9 and allocated pre-tax interest expense of $9.9. |
Restructuring
Restructuring | 9 Months Ended |
Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring In the fourth fiscal quarter of 2019, Energizer's Board of Directors approved restructuring related integration plans for our manufacturing and distribution networks. These plans include the closure and combination of distribution and manufacturing facilities in order to reduce complexity and realize greater efficiencies in our manufacturing, packaging and distribution processes. All activities within this plan are expected to be completed by December 31, 2021. The pre-tax expense for charges related to the restructuring plans for the quarter and nine months ended June 30, 2020 are noted in the table below and were reflected in Cost of products sold on the Consolidated (Condensed) Statement of Earnings and Comprehensive Income: For the Quarter Ended June 30, 2020 For the Nine Months Ended June 30, 2020 Severance and related benefit costs $ 0.2 $ 1.3 Accelerated depreciation & asset write-offs 2.2 8.1 Other exit costs (1) 4.9 11.6 Total $ 7.3 $ 21.0 (1) Includes charges primarily related to environmental investigatory and mitigation costs, relocation and other facility exit costs. The restructuring costs noted above for the quarter ended June 30, 2020, were incurred within the Americas and International segments in the amount of $6.8 and $0.5, respectively. The restructuring costs for the nine months ended June 30, 2020 were incurred within the Americas and International segments in the amount of $19.6 and $1.4, respectively. The following table summarizes the activity related to the restructuring for the nine months ended June 30, 2020: Utilized September 30, 2019 Charge to Income Cash Non-Cash June 30, 2020 (1) Severance & termination related costs $ 9.8 $ 1.3 $ 0.2 $ — $ 10.9 Accelerated depreciation & asset write-offs — 8.1 — 8.1 — Other exit costs — 11.6 8.6 — 3.0 Total $ 9.8 $ 21.0 $ 8.8 $ 8.1 $ 13.9 (1) At June 30, 2020, the restructuring reserve is recorded on the Consolidated (Condensed) Balance Sheet in Other current liabilities of $13.2 and Other liabilities of $0.7. The Company expects to incur additional severance and related benefit costs and other exit-related costs associated with these plans of approximately $45 through the end of calendar 2021. |
Income Taxes
Income Taxes | 9 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The effective tax rate for the nine months ended June 30, 2020 was 25.9% as compared to 30.3% for the prior year comparative period. The current year rate includes the unfavorable impact of the Coronavirus Aid, Relief and Economic Security (CARES) Act of $5.1, which was signed into law on March 27, 2020 and provides, among other things, increased interest deduction limitations to companies which can decrease overall cash taxes paid. |
Share-Based Payments
Share-Based Payments | 9 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Payments | Share-Based Payments The Board of Directors adopted the Energizer Holdings, Inc. Equity Incentive Plan (the 2015 Plan) on July 1, 2015, upon completion of the Company's spin-off from its predecessor. Under the terms of the 2015 Plan, stock options, restricted stock awards, restricted stock equivalents, stock appreciation rights and performance-based stock awards may be granted to directors, officers and employees of the Company. The 2015 Plan authorized a maximum number of 10 million common shares to be awarded. On January 27, 2020, the Company's shareholders approved the Energizer Holdings, Inc. Omnibus Incentive Plan (Omnibus Plan). The Omnibus Plan replaces and supersedes the 2015 Plan. No new awards will be issued under the 2015 Plan, though the terms of the 2015 Plan will continue to govern all awards granted under that plan. The Omnibus Plan authorizes 6.5 million shares to be awarded, as well as the 0.3 million shares that were still available for grant under the 2015 Plan. Under the terms of the Omnibus Plan, stock options, stock appreciation rights, restricted stock and restricted stock units (time-based or performance-based), other stock awards and cash-based awards may be granted to directors, officers and employees of the Company. For purposes of determining the number of shares available for future issuance under the Plan, awards other than stock options and stock appreciation rights will reduce the shares available for future issuance by two for every one share equivalent awarded. Stock options and stock appreciation rights reduce the shares available for future issuance on a one-for-one basis. Total compensation cost for Energizer’s share-based compensation arrangements was $5.3 and $21.2 for the quarter and nine months ended June 30, 2020, respectively, and $6.7 and $20.8 for the quarter and nine months ended June 30, 2019, respectively, and was recorded in SG&A expense. Restricted Stock Equivalents (RSE)—(in whole dollars and total shares) In November 2019, the Company granted RSE awards to a group of key employees of approximately 134,000 shares that vest ratably over four years and granted RSE awards to a group of key executives of approximately 81,000 shares that vest on the third anniversary of the date of grant. In addition, the Company granted approximately 306,000 performance shares to a group of key employees and key executives that will vest subject to meeting target amounts for both cumulative adjusted earnings per share and cumulative free cash flow as a percentage of sales over the three year performance period. These performance measures are equally weighted in determining the final share award with the maximum award payout of approximately 612,000 shares. The closing stock price on the date of the grant used to determine the award fair value was $43.10. In November 2018, the Company granted RSE awards to a group of key employees of approximately 73,000 shares that vest ratably over four years and granted RSE awards to a group of key executives of approximately 55,000 shares that vest on the third anniversary of the date of grant. In addition, the Company granted approximately 190,000 performance shares to a group of key employees and key executives that will vest subject to meeting target amounts for both cumulative adjusted earnings per share and cumulative free cash flow as a percentage of sales over the three year performance period. These performance measures are equally weighted in determining the final share award with the maximum award payout of approximately 380,000 shares. The closing stock price on the date of the grant used to determine the award fair value was $60.25. In November 2017, the Company granted RSE awards to a group of key employees of approximately 100,000 shares that vest ratably over four years and granted RSE awards to a group of key executives of approximately 68,000 shares that vest on the third anniversary of the date of grant. In addition, the Company granted approximately 238,000 performance shares to a group of key employees and key executives that will vest subject to meeting target amounts for both cumulative adjusted earnings per share and cumulative free cash flow as a percentage of sales over the three year performance period. These performance measures are equally weighted in determining the final share award with the maximum award payout of approximately 476,000 shares. The closing stock price on the date of the grant used to determine the award fair value was $44.20. In November 2016, the Company granted RSE awards to a group of key employees of approximately 92,000 shares that vest ratably over four years. The closing stock price on the date of the grant used to determine the award fair value was $43.84. |
Earnings per share
Earnings per share | 9 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Earnings per share | Earnings per share Basic earnings per share is based on the average number of common shares outstanding during the period. Diluted earnings per share is based on the average number of shares used for the basic earnings per share calculation, adjusted for the dilutive effect of restricted stock equivalents, performance share awards and deferred compensation equity plans. Common shares issuable upon conversion of the MCPS are included in the calculation of diluted earnings per share using the if-converted method and are only included if the conversion would be further dilutive to the calculation. The following table sets forth the computation of basic and diluted earnings per share for the quarters and nine months ended June 30, 2020 and 2019: (in millions, except per share data) For the Quarter Ended June 30, For the Nine Months Ended June 30, Basic earnings/(loss) per share 2020 2019 2020 2019 Net earnings from continuing operations $ 29.0 $ 9.2 $ 88.5 $ 17.7 Mandatory preferred stock dividends (4.0) (4.4) (12.1) (7.7) Net earnings from continuing operations attributable to common shareholders 25.0 4.8 76.4 10.0 Net earnings/(loss) from discontinued operations, net of tax 0.8 (1.8) (130.3) (12.8) Net earnings/(loss) attributable to common shareholders $ 25.8 $ 3.0 $ (53.9) $ (2.8) Weighted average common shares outstanding - Basic 68.5 69.6 68.9 65.5 Basic net earnings per common share from continuing operations $ 0.37 $ 0.07 $ 1.11 $ 0.15 Basic net earnings/(loss) per common share from discontinued operations 0.01 (0.03) (1.89) (0.19) Basic net earnings/(loss) per common share $ 0.38 $ 0.04 $ (0.78) $ (0.04) Diluted earnings/(loss) per share Weighted average common shares outstanding - Basic 68.5 69.6 68.9 65.5 Dilutive effect of restricted stock equivalents 0.1 0.3 0.1 0.3 Dilutive effect of performance shares — 0.5 0.3 0.5 Dilutive effect of stock based deferred compensation plan 0.1 0.2 0.1 0.2 Weighted average common shares outstanding - Diluted 68.7 70.6 69.4 66.5 Diluted net earnings per common share from continuing operations $ 0.37 $ 0.07 $ 1.10 $ 0.15 Diluted net earnings/(loss) per common share from discontinued operations 0.01 (0.03) (1.88) (0.19) Diluted net earnings/(loss) per common share $ 0.38 $ 0.04 $ (0.78) $ (0.04) For the quarter and nine months ended June 30, 2020, 0.5 million and 0.3 million, respectively, of restricted stock equivalents were anti-dilutive and not included in the diluted net earnings/(loss) per share calculation. For the quarter and nine months ended June 30, 2019, 0.1 million restricted stock equivalents were anti-dilutive and not included in the diluted net earnings/(loss) per share calculation. Performance based restricted stock equivalents of 1.4 million and 1.2 million were excluded for the quarter and nine months ended June 30, 2020, respectively, and 0.8 million were excluded for the quarter and nine months ended June 30, 2019, as they were anti-dilutive or the performance targets for those shares have not been achieved as of the end of the applicable period. The Company's MCPS were considered anti-dilutive for all periods and excluded for the calculations of diluted earnings/(loss) per share. |
Segments
Segments | 9 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Segments | Segments Operations for Energizer are managed via two major geographic reportable segments: Americas and International. Segment performance is evaluated based on segment operating profit, exclusive of general corporate expenses, share-based compensation costs, acquisition and integration activities, amortization costs, research & development costs and other items determined to be corporate in nature. Financial items, such as interest income and expense, are managed on a global basis at the corporate level. The exclusion of substantially all acquisition and integration costs from segment results reflects management’s view on how it evaluates segment performance. Energizer’s operating model includes a combination of standalone and shared business functions between the geographic segments, varying by country and region of the world. Shared functions include, but are not limited to, IT, procurement and finance. Energizer applies a fully allocated cost basis, in which shared business functions are allocated between segments. Such allocations are estimates, and do not represent the costs of such services if performed on a standalone basis. Segment sales and profitability for the quarters and nine months ended June 30, 2020 and 2019, respectively, are presented below: For the Quarter Ended June 30, For the Nine Months Ended June 30, 2020 2019 2020 2019 Net Sales Americas $ 491.9 $ 465.1 $ 1,416.3 $ 1,220.2 International 166.1 182.1 565.5 555.3 Total net sales $ 658.0 $ 647.2 $ 1,981.8 $ 1,775.5 Segment Profit Americas $ 122.9 $ 103.8 $ 353.9 $ 308.6 International 34.8 41.0 127.4 132.0 Total segment profit 157.7 144.8 481.3 440.6 General corporate and other expenses (1) (25.6) (29.9) (74.0) (78.3) Global marketing expense (2) (7.4) (3.0) (19.1) (12.5) Research and development expense - Adjusted (3) (8.2) (9.2) (24.4) (23.4) Amortization of intangible assets (14.3) (14.4) (42.3) (30.1) Acquisition and integration costs (4) (11.4) (28.0) (47.6) (159.9) Interest expense - Adjusted (5)(6) (50.8) (51.9) (144.8) (111.7) Loss on extinguishment of debt (6) — — (4.2) — Other items, net - Adjusted (7) (1.1) 1.0 (5.4) 0.7 Total earnings before income taxes $ 38.9 $ 9.4 $ 119.5 $ 25.4 (1) Included in SG&A in the Consolidated (Condensed) Statement of Earnings and Comprehensive Income. (2) Global marketing expense for the quarter and nine months ended June 30, 2020 included $3.0 and $8.5 recorded in SG&A, respectively, and $4.4 and $10.6 recorded in Advertising and sales promotion expense, respectively, in the Consolidated (Condensed) Statement of Earnings and Comprehensive Income. The quarter and nine months ended June 30, 2019 included $0.6 and $4.0 recorded in SG&A, respectively, and $2.4 and $8.5 recorded in Advertising and sales promotion expense, respectively, in the Consolidated (Condensed) Statement of Earnings and Comprehensive Income. (3) Research and development expense for the quarter and nine months ended June 30, 2020 included $0.2 and $1.2, respectively, and $0.3 for the quarter and nine months ended June 30, 2019 of acquisition and integration costs which have been reclassified for purposes of the reconciliation above. (4) Acquisition and integration costs were included in the following lines in the Consolidated (Condensed) Statement of Earnings and Comprehensive Income: For the Quarter Ended June 30, For the Nine Months Ended June 30, 2020 2019 2020 2019 Inventory Step Up $ — $ 6.5 $ — $ 33.7 Cost of products sold 5.5 5.9 20.7 10.4 Selling, general and administrative expense 6.1 15.1 25.3 63.1 Research and development expense 0.2 0.3 1.2 0.3 Interest expense — — — 65.6 Other items, net (0.4) 0.2 0.4 (13.2) Total acquisition and integration costs $ 11.4 $ 28.0 $ 47.6 $ 159.9 (5) Interest expense for the nine months ended June 30, 2019 included $65.6 of acquisition commitment fees, debt ticking fees and interest on escrowed debt which have been reclassified for purposes of the reconciliation above. (6) Loss on extinguishment of debt for the nine months ended June 30, 2020 includes the write off of deferred financing fees related to the term loan refinancing and was recorded in Interest expense on the Consolidated (Condensed) Statement of Earnings and Comprehensive Income. (7) Other items, net for the quarter and nine months ended June 30, 2020 on the Consolidated (Condensed) Statement of Earnings and Comprehensive Income included acquisition related income of $0.4 and costs of $0.4, respectively, which has been reclassified for purposes of the reconciliation above. For the quarter and nine months ended June 30, 2019 on the Consolidated (Condensed) Statement of Earnings and Comprehensive Income included acquisition related costs of $0.2 and income of $13.2, respectively, which has been reclassified for purposes of the reconciliation above. Corporate assets shown in the following table include all financial instruments, pension assets, amounts indemnified by Spectrum per the purchase agreements and tax asset balances that are managed outside of operating segments. In addition, the Assets held for sale are assets utilized outside of the operating segments. Total Assets June 30, 2020 September 30, 2019 Americas $ 1,433.6 $ 991.9 International 632.3 621.0 Total segment assets $ 2,065.9 $ 1,612.9 Corporate 128.5 81.3 Goodwill and other intangible assets 2,932.1 2,963.7 Assets held for sale — 791.7 Total assets $ 5,126.5 $ 5,449.6 |
Leases
Leases | 9 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Leases | Leases The Company determines whether an arrangement contains a lease at the inception of the contract by determining if the contract conveys the right to control the use of identified property, plant or equipment for a period of time in exchange for consideration. Energizer's portfolio of leases contains certain real estate, equipment, vehicles and office equipment leases. Leases with an initial term of 12 months or less are not recorded on the balance sheet. Additionally, the Company's leases do not contain material residual value guarantees or material restrictive covenants. Operating lease right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The Company does not account for lease components separately from non-lease components. The discount rate used to calculate present value for both operating and financing leases is Energizer's incremental borrowing rate based on information available at the commencement date, or if available, the rate implicit in the lease. The incremental borrowing rate used is determined based on fully secured borrowings at the time of adoption, or going forward, at the date of lease commencement. Many of these agreements contain options to renew or terminate the lease. For calculating lease liabilities, the Company includes these options within the lease term when it is reasonably certain that the Company will execute such options. Some of the leases include variable payments, which primarily are tied to asset usage or sales rather than an index or rate. As such, these variable payments are not included in the calculation of the Company's lease assets and liabilities. As of June 30, 2020 the amounts for leases included in our Consolidated (Condensed) Balance Sheet include: Balance Sheet Location June 30, 2020 Operating Leases: Operating lease asset $ 123.0 Operating lease liabilities - current 14.3 Operating lease liabilities 112.6 Total Operating Lease Liabilities $ 126.9 Weighted-average remaining lease term (in years) 16.1 Weighted-average discount rate 4.2 % Finance Leases: Property, plant and equipment, net $ 45.7 Current portion of capital leases 1.7 Long-term debt 44.4 Total Finance Lease Liabilities $ 46.1 Weighted Average remaining lease term (in years) 20.6 Weighted-average discount rate 6.8 % The following table presents the components of lease expense: For the Quarter Ended June 30, 2020 For the Nine Months Ended June 30, 2020 Operating lease cost $ 5.4 $ 14.9 Finance lease cost: Amortization of assets 0.8 2.4 Interest on lease liabilities 0.8 2.3 Variable lease costs 1.4 2.5 Total lease costs $ 8.4 $ 22.1 Supplemental cash and non-cash information related to leases: For the Nine Months Ended June 30, 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 14.6 Operating cash flows from finance leases 2.2 Financing cash flows from finance leases 1.0 Non-cash increase in lease assets and lease liabilities: Operating leases (1) (2) $ 86.0 (1) During the first quarter of fiscal 2020, Energizer entered into a material embedded lease agreement which resulted in operating lease asset and lease liabilities of approximately $34. The embedded operating lease commenced on November 1, 2019. During the second quarter of fiscal 2020, Energizer renewed the North America headquarters lease, which resulted in a material lease modification and additional operating lease assets and lease liabilities of approximately $17. During the third quarter of fiscal 2020, a material lease commenced for the Company's new battery distribution and packaging center in North America, resulting in approximately $36 of additional operating lease related assets and lease liabilities. (2) The non-cash increase in operating lease assets and liabilities above does not include the lease assets and lease liabilities recorded due to the ASC 842 implementation on October 1, 2019. Minimum lease payments under operating and finance leases with non-cancellable terms in excess of one year as of June 30, 2020 are as follows: Operating Leases Finance Leases 2020 $ 4.6 $ 1.2 2021 18.2 4.6 2022 17.4 4.7 2023 16.2 4.6 2024 16.0 4.4 Thereafter 110.5 70.8 Total lease payments 182.9 90.3 Less: Imputed interest (56.0) (44.2) Present value of lease liabilities $ 126.9 $ 46.1 |
Leases | Leases The Company determines whether an arrangement contains a lease at the inception of the contract by determining if the contract conveys the right to control the use of identified property, plant or equipment for a period of time in exchange for consideration. Energizer's portfolio of leases contains certain real estate, equipment, vehicles and office equipment leases. Leases with an initial term of 12 months or less are not recorded on the balance sheet. Additionally, the Company's leases do not contain material residual value guarantees or material restrictive covenants. Operating lease right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The Company does not account for lease components separately from non-lease components. The discount rate used to calculate present value for both operating and financing leases is Energizer's incremental borrowing rate based on information available at the commencement date, or if available, the rate implicit in the lease. The incremental borrowing rate used is determined based on fully secured borrowings at the time of adoption, or going forward, at the date of lease commencement. Many of these agreements contain options to renew or terminate the lease. For calculating lease liabilities, the Company includes these options within the lease term when it is reasonably certain that the Company will execute such options. Some of the leases include variable payments, which primarily are tied to asset usage or sales rather than an index or rate. As such, these variable payments are not included in the calculation of the Company's lease assets and liabilities. As of June 30, 2020 the amounts for leases included in our Consolidated (Condensed) Balance Sheet include: Balance Sheet Location June 30, 2020 Operating Leases: Operating lease asset $ 123.0 Operating lease liabilities - current 14.3 Operating lease liabilities 112.6 Total Operating Lease Liabilities $ 126.9 Weighted-average remaining lease term (in years) 16.1 Weighted-average discount rate 4.2 % Finance Leases: Property, plant and equipment, net $ 45.7 Current portion of capital leases 1.7 Long-term debt 44.4 Total Finance Lease Liabilities $ 46.1 Weighted Average remaining lease term (in years) 20.6 Weighted-average discount rate 6.8 % The following table presents the components of lease expense: For the Quarter Ended June 30, 2020 For the Nine Months Ended June 30, 2020 Operating lease cost $ 5.4 $ 14.9 Finance lease cost: Amortization of assets 0.8 2.4 Interest on lease liabilities 0.8 2.3 Variable lease costs 1.4 2.5 Total lease costs $ 8.4 $ 22.1 Supplemental cash and non-cash information related to leases: For the Nine Months Ended June 30, 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 14.6 Operating cash flows from finance leases 2.2 Financing cash flows from finance leases 1.0 Non-cash increase in lease assets and lease liabilities: Operating leases (1) (2) $ 86.0 (1) During the first quarter of fiscal 2020, Energizer entered into a material embedded lease agreement which resulted in operating lease asset and lease liabilities of approximately $34. The embedded operating lease commenced on November 1, 2019. During the second quarter of fiscal 2020, Energizer renewed the North America headquarters lease, which resulted in a material lease modification and additional operating lease assets and lease liabilities of approximately $17. During the third quarter of fiscal 2020, a material lease commenced for the Company's new battery distribution and packaging center in North America, resulting in approximately $36 of additional operating lease related assets and lease liabilities. (2) The non-cash increase in operating lease assets and liabilities above does not include the lease assets and lease liabilities recorded due to the ASC 842 implementation on October 1, 2019. Minimum lease payments under operating and finance leases with non-cancellable terms in excess of one year as of June 30, 2020 are as follows: Operating Leases Finance Leases 2020 $ 4.6 $ 1.2 2021 18.2 4.6 2022 17.4 4.7 2023 16.2 4.6 2024 16.0 4.4 Thereafter 110.5 70.8 Total lease payments 182.9 90.3 Less: Imputed interest (56.0) (44.2) Present value of lease liabilities $ 126.9 $ 46.1 |
Goodwill and intangible assets
Goodwill and intangible assets | 9 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and intangible assets | Goodwill and intangible assets Goodwill and intangible assets deemed to have an indefinite life are not amortized, but are evaluated annually for impairment as part of our annual business planning cycle in the fourth fiscal quarter, or when indicators of a potential impairment are present. The following table sets forth goodwill by segment as of October 1, 2019 and June 30, 2020: Americas International Total Balance at October 1, 2019 $ 861.6 $ 143.2 $ 1,004.8 Battery Acquisition 0.7 0.2 0.9 Auto Care Acquisition 3.8 0.1 3.9 Cumulative translation adjustment (0.3) (0.6) (0.9) Balance at June 30, 2020 $ 865.8 $ 142.9 $ 1,008.7 Energizer had indefinite-lived intangible assets of $1,364.9 at June 30, 2020 and $1,363.8 at September 30, 2019. The difference between the periods is driven by currency adjustments. Total intangible assets at June 30, 2020 are as follows: Gross Carrying Amount Accumulated Amortization Net Carrying Amount Trademarks and trade names $ 59.7 $ (12.9) $ 46.8 Customer relationships 394.2 (54.2) 340.0 Patents 34.5 (10.2) 24.3 Proprietary technology 172.5 (32.1) 140.4 Proprietary formulas 2.4 (0.4) 2.0 Non-compete 0.5 (0.4) 0.1 Vendor relationships 5.7 (0.8) 4.9 Total Amortizable intangible assets 669.5 (111.0) 558.5 Trademarks and trade names - indefinite lived 1,364.9 — 1,364.9 Total Other intangible assets, net $ 2,034.4 $ (111.0) $ 1,923.4 Total intangible assets at September 30, 2019 were as follows: Gross Carrying Amount Accumulated Amortization Net Carrying Amount Trademarks and trade names $ 59.7 $ (9.9) $ 49.8 Customer relationships 394.2 (34.3) 359.9 Patents 34.5 (8.2) 26.3 Proprietary technology 172.5 (15.7) 156.8 Proprietary formulas 2.4 (0.3) 2.1 Non-compete 0.5 (0.3) 0.2 Total Amortizable intangible assets 663.8 (68.7) 595.1 Trademarks and trade names - indefinite lived 1,363.8 — 1,363.8 Total Other intangible assets, net $ 2,027.6 $ (68.7) $ 1,958.9 |
Debt
Debt | 9 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt The detail of long-term debt was as follows: June 30, 2020 September 30, 2019 2019 Senior Secured Term Loan A Facility Due 2022 $ 342.2 $ — Senior Secured Term Loan A Facility due 2021 — 77.5 Senior Secured Term Loan B Facility due 2025 313.5 982.5 5.50% Senior Notes due 2025 600.0 600.0 6.375% Senior Notes due 2026 750.0 500.0 4.625% Senior Notes due 2026 (Euro Notes of €650.0) 730.2 708.4 7.750% Senior Notes due 2027 600.0 600.0 Capital lease obligations 46.1 46.9 Total long-term debt, including current maturities 3,382.0 3,515.3 Less current portion (93.0) (1.6) Less unamortized debt premium and debt issuance fees (36.5) (52.1) Total long-term debt $ 3,252.5 $ 3,461.6 Long-term debt - On December 27, 2019, the Company amended the existing Term Loan Agreement and refinanced $365.0 of term loan debt. The amendment established a new $365.0 Term Loan A facility due December 2022, which was used to pay down $300.0 of the existing Term Loan B facility due in 2025 and $65.0 of the existing Term Loan A facility due in 2021. The pay down of the Term Loan B facility was deemed to be an extinguishment and the Company wrote-off $4.2 of deferred financing fees during the first quarter. During the quarter ended March 31, 2020, the Company utilized the available proceeds from the Varta Divestiture and the related hedging arrangements to pay down $345.8 of the borrowings outstanding on the Term Loan B facility due in 2025. On April 22, 2020, the Company finalized an add-on offering of $250.0 of our 6.375% Senior Notes due 2026 (2026 Notes Add-On). The 2026 Notes Add-On priced at 102.25% of the principal amount. The Company used the net proceeds from the offering to repay indebtedness outstanding under its Revolving Credit Facility and to pay fees and expenses related to the offering. The 2026 Notes Add-On was offered to qualified institutional buyers and will not be registered under federal or applicable state securities laws. Interest is payable semi-annually on the 2026 Notes in January and July. Debt issuance fees paid related to the term loan refinancing and bond add-on offering were $6.1 during the nine months ended June 30, 2020. As of June 30, 2020, the Company had $200.0 of outstanding borrowings under the Revolving Credit Facility and $7.3 of outstanding letters of credit. Taking into account outstanding letters of credit, $192.7 remained available as of June 30, 2020. As of June 30, 2020 and September 30, 2019, our weighted average interest rate on short-term borrowings was 3.8% and 3.8%, respectively. Subsequent to the quarter, on July 1, 2020, the Company completed a bond offering for $600.0 Senior Notes due in 2028 at 4.750% (2028 Notes). The Company utilized a portion of the net proceeds from the sale of the 2028 Notes to fund the purchase of $488.8 in aggregate principal amount of the Company’s outstanding 5.50% Senior Notes due 2025 (2025 Notes) accepted for purchase pursuant to a cash tender offer. The Company used the remaining net proceeds from such sale, together with cash on hand, to fund the redemption of 2025 Notes not purchased pursuant to the tender offer, at a redemption price equal to 102.750% of the aggregate principal amount of the 2025 Notes to be redeemed, plus accrued and unpaid interest thereon to, but excluding, the redemption date. As a result of such redemption, all 2025 Notes that were not tendered and purchased by the Company pursuant to the tender offer were redeemed. The Company paid a total call premium for tendered and called notes of $18.3. The 2028 Notes were sold to qualified institutional buyers and will not be registered under federal or applicable state securities laws. Interest is payable semi-annually on the 2028 Notes in December and June. The 2028 Notes are jointly and severally guaranteed on an unsecured basis by certain of the Company's domestic restricted subsidiaries that guarantee indebtedness of the Company under its 2018 Revolving Facility. Interest Rate Swaps - In March 2017, the Company entered into an interest rate swap agreement with one major financial institution that fixed the variable benchmark component (LIBOR) on $200.0 of Energizer's variable rate debt through June 2022 at an interest rate of 2.03%. In February 2018, the Company entered into a forward starting interest rate swap with an effective date of October 1, 2018 with one major financial institution that fixed the variable benchmark component (LIBOR) on additional variable rate debt at an interest rate of 2.47%. At the effective date, the swap had a notional value of $400.0. Beginning April 1, 2019, the notional amount decreases $50.0 each quarter, and continues to decrease until its termination date of December 31, 2020. The notional value of the swap was $150.0 at June 30, 2020. Notes payable - The notes payable balance was $205.4 at June 30, 2020 and $31.9 at September 30, 2019. The June 30, 2020 balance was comprised of $200.0 of borrowings on the Revolving Credit Facility as well as $5.4 of other borrowings, including those related to foreign affiliates. The September 30, 2019 balance was comprised of $25.0 outstanding borrowings on the Revolving Credit facility as well as $6.9 of other borrowings, including those related to foreign affiliates. Debt Covenants - The agreements governing the Company's debt contain certain customary representations and warranties, affirmative, negative and financial covenants and provisions relating to events of default. If the Company fails to comply with these covenants or with other requirements of these debt agreements, the lenders may have the right to accelerate the maturity of the debt. Acceleration under one of these debt agreements would trigger cross defaults to other borrowings. As of June 30, 2020, the Company was in compliance with the provisions and covenants associated with its debt agreements. The counterparties to long-term committed borrowings consist of a number of major financial institutions. The Company consistently monitors positions with, and credit ratings of, counterparties both internally and by using outside ratings agencies. Debt Maturities - Aggregate maturities of long term debt as of June 30, 2020 are as follows: Long-term debt One year $ 91.3 Two year 91.3 Three year 162.2 Four year 10.0 Five year 610.0 Thereafter 2,371.1 Total long-term debt payments due $ 3,335.9 Refer to Note 10, Leases, for the capital lease aggregate maturity table. |
Pension Plans
Pension Plans | 9 Months Ended |
Jun. 30, 2020 | |
Retirement Benefits [Abstract] | |
Pension Plans | Pension Plans The Company has several defined benefit pension plans covering many of its employees in the U.S. and certain employees in other countries. The plans provide retirement benefits based on various factors including years of service and in certain circumstances, earnings. The U.S. plan was frozen in fiscal year 2014. The Company’s net periodic pension (benefit)/cost for these plans are as follows: For the Quarter Ended June 30, U.S. International 2020 2019 2020 2019 Service cost $ — $ — $ 0.2 $ 0.1 Interest cost 4.0 5.1 0.3 0.8 Expected return on plan assets (6.1) (6.6) (0.6) (1.3) Amortization of unrecognized net losses 1.6 1.1 0.3 0.2 Net periodic (benefit)/cost $ (0.5) $ (0.4) $ 0.2 $ (0.2) For the Nine Months Ended June 30, U.S. International 2020 2019 2020 2019 Service cost $ — $ — $ 0.6 $ 0.4 Interest cost 12.0 15.3 0.9 2.3 Expected return on plan assets (18.3) (19.6) (1.8) (3.8) Amortization of unrecognized net losses 4.8 3.1 0.9 0.7 Net periodic (benefit)/cost $ (1.5) $ (1.2) $ 0.6 $ (0.4) The service cost component of the net periodic (benefit)/cost above is recorded in Selling, general and administrative expense on the Consolidated (Condensed) Statement of Earnings and Comprehensive Income, while the remaining components are recorded to Other items, net. |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders' Equity In July 2015, the Company's Board of Directors approved an authorization for the Company to acquire up to 7.5 million shares of its common stock. During the nine months ended June 30, 2020, the Company repurchased 980,136 shares for $45.0, at an average price of $45.93 per share, under this authorization. Future share repurchases, if any, will be determined by the Company based on its evaluation of the market conditions, capital allocation objectives, legal and regulatory requirements and other factors. On November 11, 2019, the Board of Directors declared a cash dividend for the first quarter of fiscal 2020 of $0.30 per share of common stock, payable on December 17, 2019, to all shareholders of record as of the close of business on November 26, 2019. On January 27, 2020, the Board of Directors declared a cash dividend for the second quarter of fiscal 2020 of $0.30 per share of common stock, payable on March 18, 2020, to all shareholders of record as of the close of business on February 22, 2020. On April 27, 2020, the Board of Directors declared a cash dividend for the third quarter of fiscal 2020 of $0.30 per share of common stock, payable on June 10, 2020, to all shareholders of record as of the close of business May 20, 2020. During the nine months ended June 30, 2020 and 2019, total dividends declared were $63.6 and $61.4, respectively. The payments made of $64.3 and $61.7 during the nine months ended June 30, 2020 and 2019, respectively, included the cumulative dividends paid upon the vesting of restricted shares during the periods. The Company paid a cash dividend of $1.875 per share of MCPS on October 15, 2019 which had been declared in fiscal 2019. On November 11, 2019, the Board of Directors declared a cash dividend of $1.875 per share of MCPS to all shareholders of record as of the close of January 1, 2020, which was paid on January 15, 2020. On January 27, 2020, the Board of Directors declared a cash dividend of $1.875 per share of MCPS to all shareholders of record as of the close of April 1, 2020, which was paid on April 15, 2020. On April 27, 2020, the Board of Directors declared a cash dividend of $1.875 per share of MCPS to all shareholders of record as of the close of July 1, 2020. This dividend was accrued at June 30, 2020 and was paid on July 15, 2020. Subsequent to the end of the fiscal quarter, on July 27, 2020, the Board of Directors declared a cash dividend for the fourth quarter of 2020 of $0.30 per share of common stock, payable on September 10, 2020, to all shareholders of record as of the close of business August 20, 2020. Subsequent to the end of the fiscal quarter, on July 27, 2020, the Board of Directors declared a cash dividend of $1.875 per share of MCPS, payable on October 15, 2020, to all shareholders of record as of the close of business on October 1, 2020. |
Financial Instruments and Risk
Financial Instruments and Risk Management | 9 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Financial Instruments and Risk Management | Financial Instruments and Risk Management The market risk inherent in the Company's operations creates potential earnings volatility arising from changes in currency rates, interest rates and commodity prices. The Company's policy allows derivatives to be used only for identifiable exposures and, therefore, the Company does not enter into hedges for trading or speculative purposes where the sole objective is to generate profits. Concentration of Credit Risk —The counterparties to derivative contracts consist of a number of major financial institutions and are generally institutions with which the Company maintains lines of credit. The Company does not enter into derivative contracts through brokers nor does it trade derivative contracts on any other exchange or over-the-counter markets. Risk of currency positions and mark-to-market valuation of positions are strictly monitored at all times. The Company continually monitors positions with, and credit ratings of, counterparties both internally and by using outside rating agencies. While nonperformance by these counterparties exposes Energizer to potential credit losses, such losses are not anticipated. In the ordinary course of business, the Company may enter into contractual arrangements (derivatives) to reduce its exposure to commodity price and foreign currency risks. The section below outlines the types of derivatives that existed at June 30, 2020 and September 30, 2019, as well as the Company's objectives and strategies for holding these derivative instruments. Commodity Price Risk —The Company uses raw materials that are subject to price volatility. At times, the Company uses hedging instruments to reduce exposure to variability in cash flows associated with future purchases of certain materials and commodities. Foreign Currency Risk —A significant portion of Energizer’s product cost is more closely tied to the U.S. dollar than to the local currencies in which the product is sold. As such, a weakening of currencies relative to the U.S. dollar results in margin declines unless mitigated through pricing actions, which are not always available due to the economic or competitive environment. Conversely, a strengthening of currencies relative to the U.S. dollar can improve margins. The primary currencies to which Energizer is exposed include the Euro, the British pound, the Canadian dollar and the Australian dollar. However, the Company also has significant exposures in many other currencies which, in the aggregate, may have a material impact on the Company's operations. Additionally, Energizer’s foreign subsidiaries enter into internal and external transactions that create nonfunctional currency balance sheet positions at the foreign subsidiary level. These exposures are generally the result of intercompany purchases, intercompany loans and, to a lesser extent, external purchases, and are revalued in the foreign subsidiary’s local currency at the end of each period. Changes in the value of the non-functional currency balance sheet positions in relation to the foreign subsidiary’s local currency results in a transaction gain or loss recorded in Other items, net on the Consolidated (Condensed) Statement of Earnings and Comprehensive Income. The primary currency to which Energizer’s foreign subsidiaries are exposed is the U.S. dollar. Interest Rate Risk —Energizer has interest rate risk with respect to interest expense on variable rate debt. At June 30, 2020, Energizer had variable rate debt outstanding with a principal balance of $855.7 under the 2019 and 2018 Term Loans and the Revolving Credit Facility. In March 2017, the Company entered into an interest rate swap agreement (2017 Interest rate swap) with one major financial institution that fixed the variable benchmark component (LIBOR) on $200.0 of Energizer's variable rate debt through June 2022 at an interest rate of 2.03%. In February 2018, the Company entered into a forward starting interest rate swap (2018 Interest rate swap) with an effective date of October 1, 2018, with one major financial institution that fixed the variable benchmark component (LIBOR) on additional variable rate debt of $400.0 at an interest rate of 2.47%. Beginning April 1, 2019, the notional amount decreases $50.0 each quarter until its termination date of December 31, 2020. The notional value of the swap was $150.0 at June 30, 2020. Derivatives Designated as Cash Flow Hedging Relationships —The Company has entered into a series of forward currency contracts to hedge the cash flow uncertainty of the forecasted payment of inventory purchases due to short term currency fluctuations. Energizer’s foreign affiliates, which have the largest exposure to U.S. dollar purchases, have the Euro, the British pound, the Canadian dollar and the Australian dollar as their local currencies. These foreign currencies represent a significant portion of Energizer's foreign currency exposure. At June 30, 2020 and September 30, 2019, Energizer had an unrealized pre-tax loss of $1.2 and pre-tax gain of $4.5, respectively, on these forward currency contracts accounted for as cash flow hedges included in Accumulated other comprehensive loss on the Consolidated (Condensed) Balance Sheets. Assuming foreign exchange rates versus the U.S. dollar remain at June 30, 2020 levels, over the next 12 months, $1.0 of the pre-tax loss included in Accumulated other comprehensive loss is expected to be recognized in earnings. Contract maturities for these hedges extend into fiscal year 2021. There were 64 open foreign currency contracts at June 30, 2020, with a total notional value of approximately $141. The Company began entering into hedging contracts on zinc purchases in March 2019. The contracts are determined to be cash flow hedges and qualify for hedge accounting. The contract maturities for these hedges extend into 2021. There were 19 open contracts at June 30, 2020, with a total notional value of approximately $51. The pre-tax loss recognized on the zinc contracts was $3.5 and $1.0 at June 30, 2020 and September 30, 2019, respectively, and was included in Accumulated other comprehensive loss on the Consolidated (Condensed) Balance Sheet. In March 2017, the Company entered into an interest rate swap agreement (2017 Interest rate swap) with one major financial institution that fixed the variable benchmark component (LIBOR) on $200.0 of Energizer's variable rate debt through June 2022 at an interest rate of 2.03%. In February 2018, the Company entered into a forward starting interest rate swap (2018 Interest rate swap) with an effective date of October 1, 2018, with one major financial institution that fixed the variable benchmark component (LIBOR) on additional variable rate debt of $400.0 at an interest rate of 2.47%. Beginning April 1, 2019, the notional amount decreases $50.0 each quarter until its termination date of December 31, 2020. The notional value of the swap was $150.0 at June 30, 2020. At June 30, 2020 and September 30, 2019, Energizer recorded an unrealized pre-tax net loss of $8.9 and $4.7, respectively, on these interest rate swap contracts, both of which were included in Accumulated other comprehensive loss on the Consolidated (Condensed) Balance Sheet. Derivatives not Designated in Hedging Relationships —Energizer enters into foreign currency derivative contracts, which are not designated as cash flow hedges for accounting purposes, to hedge existing balance sheet exposures. Any gains or losses on these contracts are expected to be offset by corresponding exchange losses or gains on the underlying exposures, and as such are not subject to significant market risk. There were eight open foreign currency derivative contracts which are not designated as cash flow hedges at June 30, 2020, with a total notional value of approximately $80. The following table provides the Company's estimated fair values as of June 30, 2020 and September 30, 2019, and the amounts of gains and losses on derivative instruments classified as cash flow hedges for the quarter and nine months ended June 30, 2020 and 2019, respectively: At June 30, 2020 For the Quarter Ended For the Nine Months Ended June 30, 2020 Derivatives designated as Cash Flow Hedging Relationships Estimated Fair Value Liability (1) (Loss)/Gain Recognized in OCI (2) Gain/(Loss) Reclassified From OCI into Income (3)(4) Loss Recognized in OCI (2) Gain/(Loss) Reclassified From OCI into Income (3) (4) Foreign currency contracts $ (1.2) $ (4.5) $ 1.8 $ (1.2) $ 4.5 Interest rate swaps (2017 and 2018) (8.9) (1.2) (1.6) (6.6) (2.7) Zinc contracts (3.5) 3.2 (0.3) (3.1) (0.6) Total $ (13.6) $ (2.5) $ (0.1) $ (10.9) $ 1.2 At September 30, 2019 For the Quarter Ended For the Nine Months Ended June 30, 2019 Derivatives designated as Cash Flow Hedging Relationships Estimated Fair Value Loss Recognized in OCI (2) Gain Reclassified From OCI into Income (3)(4) Gain/(Loss) Recognized in OCI (2) Gain Reclassified From OCI into Income (3)(4) Foreign currency contracts $ 4.5 $ (0.4) $ 1.9 $ 3.7 $ 6.7 Interest rate swaps (2017 and 2018) (4.7) (4.1) 0.2 (11.0) 0.4 Zinc contracts (1.0) (0.9) — (0.7) — Total $ (1.2) $ (5.4) $ 2.1 $ (8.0) $ 7.1 (1) All derivative assets are presented in Other current assets or Other assets. All derivative liabilities are presented in Other current liabilities or Other liabilities. (2) OCI is defined as other comprehensive income. (3) Gain/(Loss) reclassified to Income was recorded as follows: Foreign currency contracts in Cost of products sold, interest rate contracts in Interest expense, and commodity contracts in Cost of products sold. (4) Each of these hedging relationships has derivative instruments with a high correlation to the underlying exposure being hedged and has been deemed highly effective in offsetting the underlying risk. The following table provides estimated fair values as of June 30, 2020 and September 30, 2019 and the gains and losses on derivative instruments not classified as cash flow hedges for the quarter ended June 30, 2020 and September 30, 2019, respectively: At June 30, 2020 For the Quarter Ended June 30, 2020 For the Nine Months Ended June 30, 2020 Estimated Fair Value Liability (1) Loss Recognized in Income (2) Loss Recognized in Income (2) (3) Foreign currency contracts $ (0.5) $ (0.6) $ (2.2) At September 30, 2019 For the Quarter Ended June 30, 2019 For the Nine Months Ended June 30, 2019 Estimated Fair Value Asset (1) Loss Recognized in Income (2)(4) Loss Recognized in Income (2) Foreign currency contracts $ 4.3 $ (1.3) $ (0.2) (1) All derivative liabilities are presented in Other current liabilities or Other liabilities and derivative assets are presented in Other current assets or Other assets. (2) Loss recognized in Income was recorded as foreign currency in Other items, net. (3) Includes a $2.2 loss on a hedge contract on the proceeds from the Varta Divestiture. (4) Includes a $0.9 loss on a hedge contract on the Euro proceeds anticipated from the Varta divestiture. Energizer has the following recognized financial assets resulting from those transactions that meet the scope of the disclosure requirements as necessitated by applicable accounting guidance for balance sheet offsetting. Offsetting of derivative assets At June 30, 2020 At September 30, 2019 Description Balance Sheet location Gross amounts of recognized assets Gross amounts offset in the Balance Sheet Net amounts of assets presented in the Balance Sheet Gross amounts of recognized assets Gross amounts offset in the Balance Sheet Net amounts of assets presented in the Balance Sheet Foreign Currency Contracts Other Current Assets, Other Assets $ 1.9 $ (0.7) $ 1.2 $ 9.4 $ (0.4) $ 9.0 Offsetting of derivative liabilities At June 30, 2020 At September 30, 2019 Description Balance Sheet location Gross amounts of recognized liabilities Gross amounts offset in the Balance Sheet Net amounts of liabilities presented in the Balance Sheet Gross amounts of recognized liabilities Gross amounts offset in the Balance Sheet Net amounts of liabilities presented in the Balance Sheet Foreign Currency Contracts Other Current Liabilities, Other Liabilities $ (3.6) $ 0.7 $ (2.9) $ (0.4) $ 0.2 $ (0.2) Fair Value Hierarchy —Accounting guidance on fair value measurements for certain financial assets and liabilities requires that assets and liabilities carried at fair value be classified in one of the following three categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs reflecting the reporting entity’s own assumptions or external inputs from inactive markets. Under the fair value accounting guidance hierarchy, an entity is required to maximize the use of quoted market prices and minimize the use of unobservable inputs. The following table sets forth the Company's financial assets and liabilities, which are carried at fair value, as of June 30, 2020 and September 30, 2019 that are measured on a recurring basis during the period, segregated by level within the fair value hierarchy: Level 2 (Liabilities)/Assets at estimated fair value: June 30, September 30, Deferred compensation $ (26.3) $ (28.1) Exit lease liability — (0.1) Derivatives - Foreign Currency contracts (1.2) 4.5 Derivatives - Foreign Currency contracts (non-hedge) (0.5) 4.3 Derivatives - 2017 and 2018 Interest Rate swaps (8.9) (4.7) Derivatives - Zinc contracts (3.5) (1.0) Net Liabilities at estimated fair value $ (40.4) $ (25.1) Energizer had no Level 1 financial assets or liabilities, other than pension plan assets, and no Level 3 financial assets or liabilities at June 30, 2020 and at September 30, 2019. Due to the nature of cash and cash equivalents carrying amounts on the balance sheets approximate estimated fair value. The estimated fair value of cash was determined based on level 1 inputs and cash equivalents are determined based on level 2 inputs. At June 30, 2020, the estimated fair value of the Company's unfunded deferred compensation liability is determined based upon the quoted market prices of investment options that are offered under the plan. The estimated fair value of foreign currency contracts, interest rate swap and zinc contracts, as described above, is the amount that the Company would receive or pay to terminate the contracts, considering first, quoted market prices of comparable agreements, or in the absence of quoted market prices, such factors as interest rates, currency exchange rates and remaining maturities. The estimated fair value of the exit lease liability was determined based on the discounted cash flows of the remaining lease rentals reduced by estimated sublease rentals that could be reasonably obtained for the property. At June 30, 2020, the fair market value of fixed rate long-term debt was $2,722.3 compared to its carrying value of $2,680.2, and at September 30, 2019 the fair market value of fixed rate long-term debt was $2,474.7 compared to its carrying value of $2,408.4. The estimated fair value of the long-term debt is estimated using yields obtained from independent pricing sources for similar types of borrowing arrangements. The estimated fair value of fixed rate long-term debt has been determined based on Level 2 inputs. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive (Loss)/Income | 9 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Accumulated Other Comprehensive (Loss)/Income | Accumulated Other Comprehensive (Loss)/Income The following table presents the changes in accumulated other comprehensive (loss)/income (AOCI), net of tax by component: Foreign Currency Translation Adjustments Pension Activity Zinc Contracts Foreign Currency Contracts Interest Rate Contracts Total Balance at September 30, 2019 $ (124.0) $ (173.3) $ 0.2 $ 3.1 $ (4.3) $ (298.3) OCI before reclassifications (22.5) (1.1) (2.4) (0.8) (5.1) (31.9) Reclassifications to earnings — 4.4 0.5 (3.5) 2.1 3.5 Activity related to discontinued operations 19.3 3.0 (0.9) — — 21.4 Balance at June 30, 2020 $ (127.2) $ (167.0) $ (2.6) $ (1.2) $ (7.3) $ (305.3) The following table presents the reclassifications out of AOCI to earnings: For the Quarter Ended June 30, For the Nine Months Ended June 30, 2020 2019 2020 2019 Details of AOCI Components Amount Reclassified Amount Reclassified Affected Line Item in the Combined Statements of Earnings Gains and losses on cash flow hedges Foreign currency contracts $ 1.8 $ 1.9 $ 4.5 $ 6.7 Cost of products sold Interest rate contracts (1.6) 0.2 (2.7) 0.4 Interest expense Zinc contracts (0.3) — (0.6) — Cost of products sold (0.1) 2.1 1.2 7.1 (Loss)/Earnings before income taxes — (0.4) (0.3) (1.6) Income tax expense $ (0.1) $ 1.7 $ 0.9 $ 5.5 Net (loss)/earnings Amortization of defined benefit pension items Actuarial loss (1.9) (1.3) (5.7) (3.8) (2) 0.5 0.2 1.3 0.6 Income tax benefit $ (1.4) $ (1.1) $ (4.4) $ (3.2) Net loss Total reclassifications to earnings $ (1.5) $ 0.6 $ (3.5) $ 2.3 Net (loss)/earnings (1) Amounts in parentheses indicate debits to Consolidated (Condensed) Statement of Earnings and Comprehensive Income. (2) This AOCI component is included in the computation of net periodic pension (benefit)/cost (see Note 13, Pension Plans, for further details). |
Supplemental Financial Statemen
Supplemental Financial Statement Information | 9 Months Ended |
Jun. 30, 2020 | |
Financial Statement Related Disclosures [Abstract] | |
Suplemental Financial Statement Information | Supplemental Financial Statement Information The components of certain income statement accounts are as follows: For the Quarter Ended June 30, For the Nine Months Ended June 30, 2020 2019 2020 2019 Other items, net Interest income $ (0.2) $ (0.3) $ (0.4) $ (1.3) Foreign currency exchange loss/(gain) 2.9 (0.3) 8.0 2.4 Pension benefit other than service costs (0.5) (0.7) (1.5) (2.1) Other (1.1) 0.3 (0.7) 0.3 Acquisition foreign currency loss/(gain) — 0.9 2.2 (8.1) Interest income on restricted cash — — — (5.8) Transition services agreement income (0.4) (0.7) (0.8) (0.8) Gain on sale of assets — — (1.0) — Settlement of acquired business hedging contracts — — — 1.5 Total Other items, net $ 0.7 $ (0.8) $ 5.8 $ (13.9) The components of certain balance sheet accounts are as follows: June 30, 2020 September 30, 2019 Inventories Raw materials and supplies $ 103.3 $ 70.5 Work in process 139.1 103.7 Finished products 276.2 295.1 Total inventories $ 518.6 $ 469.3 Other Current Assets Miscellaneous receivables $ 18.1 $ 16.5 Due from Spectrum 34.7 7.6 Prepaid expenses 96.4 71.3 Value added tax collectible from customers 23.9 23.1 Other 12.9 58.6 Total other current assets $ 186.0 $ 177.1 Property, Plant and Equipment Land $ 9.0 $ 9.6 Buildings 119.6 119.9 Machinery and equipment 824.2 823.0 Capital leases 45.7 50.4 Construction in progress 36.0 25.8 Total gross property 1,034.5 1,028.7 Accumulated depreciation (689.6) (666.7) Total property, plant and equipment, net $ 344.9 $ 362.0 Other Current Liabilities Accrued advertising, sales promotion and allowances $ 11.2 $ 11.8 Accrued trade allowances 22.9 53.1 Accrued salaries, vacations and incentive compensation 43.9 59.2 Accrued interest expense 63.0 37.4 Due to Spectrum 1.1 2.6 Accrued acquisition and integration costs 1.0 7.9 Restructuring reserve 13.2 9.8 Income taxes payable 29.3 23.4 Other 164.4 128.4 Total other current liabilities $ 350.0 $ 333.6 Other Liabilities Pensions and other retirement benefits $ 101.1 $ 109.0 Deferred compensation 26.3 28.1 Restructuring reserve 0.7 — Mandatory transition tax 16.7 16.7 Other non-current liabilities 73.9 50.8 Total other liabilities $ 218.7 $ 204.6 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions On January 28, 2019, the Company completed the Auto Care Acquisition from Spectrum, which included Energizer stock consideration. In accordance with the terms of our Shareholder Agreement with Spectrum, Spectrum has the right to sell such shares on or after January 28, 2020, including through one or more registered secondary offerings. Upon Spectrum’s written request that is not withdrawn, Energizer is obligated to use commercially reasonable efforts to file a shelf registration statement covering the resale by Spectrum of its Energizer common stock. As of June 30, 2020, Spectrum owns 2.0 million shares, or 2.9% of the Company's outstanding common shares. Following the completion of the Battery and Auto Care Acquisitions, the Company and Spectrum entered into transition service agreements (TSA) and reverse TSA. Under the agreements, Energizer and Spectrum provide each other certain specified back office support services on a transitional basis, including among other things, payroll and other human resource services, information systems as well as accounting support. The charges for the transition services are generally intended to allow the providing company to fully recover the allocated direct costs of providing the services, plus all out-of-pocket costs and expenses, and including a nominal profit. As of June 30, 2020, the Company has exited most of the TSA and reverse TSA. The Company still has certain information systems and back office support agreements that will continue throughout fiscal 2020 as the Company continues its integration of its information systems. During the quarter and nine months ended June 30, 2020, the Company paid $0.6 and $1.7, respectively, to Spectrum related to rent for office space at their Middleton, Wisconsin headquarters. For the quarter ended June 30, 2020, the Company incurred expenses of $1.2 in SG&A and $0.1 in Cost of products sold. For the nine months ended June 30, 2020, the Company incurred expenses of $7.5 in SG&A and $0.4 in Cost of products sold. For the quarter and nine months ended June 30, 2019, the Company incurred expense of $5.7 and $10.7 in SG&A, respectively, and $0.3 and $0.7 in Cost of products sold, respectively. The Company also recorded income of $0.4 and $0.8 in Other items, net related to the reverse transaction services agreements provided for the quarter and nine months ended June 30, 2020, respectively. The Company recorded income of $0.7 and $0.8 in Other items, net related to the reverse transaction services agreements provided for the quarter and nine months ended June 30, 2019, respectively. Related to these agreements, the Company had a payable to Spectrum of $1.1 and $2.6 in Other current liabilities and a receivable from Spectrum of $34.7 and $7.6 in Other current assets as of June 30, 2020 and September 30, 2019, respectively, as well as a receivable from Spectrum in Other assets of $16.8 as of June 30, 2020. The asset balances from Spectrum also include the tax indemnifications due from Spectrum under the initial purchase agreements. The Company entered into a supply agreement with Spectrum, ancillary to the Auto Care Acquisition that became effective upon the consummation of the acquisition. The supply agreement resulted in expense to the Company of $3.9 and $13.3 for the quarter and nine months ended June 30, 2020, respectively. The supply agreement resulted in expense of $4.8 and $9.2 for the quarter and nine months ended June 30, 2019, respectively. The Company recorded $1.5 and $0.1 in Accounts payable at June 30, 2020 and September 30, 2019, respectively, related to these purchases. In discontinued operations, the Company recorded income of $3.8 for reverse TSA, and recorded expense of $0.3 for the nine months ended June 30, 2020. In discontinued operations for the quarter and nine months ended June 30, 2019, the Company recorded income of $4.0 and $8.1 for reverse TSA, respectively, and recorded expense of $0.3 and $1.0, respectively. In addition, there was a payable due to Spectrum of $22.5 recorded in Liabilities held for sale and a receivable from Spectrum of $8.9 recorded in Assets held for sale as of September 30, 2019. |
Legal proceedings_contingencies
Legal proceedings/contingencies and other obligations | 9 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal proceedings/contingencies and other obligations | Legal proceedings/contingencies and other obligations Legal proceedings/contingencies - The Company and its affiliates are subject to a number of legal proceedings in various jurisdictions arising out of its operations. Many of these legal matters are in preliminary stages and involve complex issues of law and fact, and may proceed for protracted periods of time. The amount of liability, if any, from these proceedings cannot be determined with certainty. We are a party to legal proceedings and claims that arise during the ordinary course of business. We review our legal proceedings and claims, regulatory reviews and inspections and other legal proceedings on an ongoing basis and follow appropriate accounting guidance when making accrual and disclosure decisions. We establish accruals for those contingencies where the incurrence of a loss is probable and can be reasonably estimated, and we disclose the amount accrued and the amount of a reasonably possible loss in excess of the amount accrued, if such disclosure is necessary for our financial statements to not be misleading. We do not record liabilities when the likelihood that the liability has been incurred is probable, but the amount cannot be reasonably estimated. Based upon present information, the Company believes that its liability, if any, arising from such pending legal proceedings, asserted legal claims and known potential legal claims which are likely to be asserted, is not reasonably likely to be material to the Company's financial position, results of operations, or cash flows, when taking into account established accruals for estimated liabilities. Other obligations - In the ordinary course of business, the Company also enters into supply and service contracts. These contracts can include either volume commitments or fixed expiration dates, termination provisions and other standard contractual considerations. At June 30, 2020, the Company had approximately $24.8 of purchase obligations under these contracts. |
Description of Business and B_2
Description of Business and Basis of Presentation (Policies) | 9 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of Presentation - The accompanying Consolidated (Condensed) Financial Statements include the accounts of Energizer and its subsidiaries. All significant intercompany transactions are eliminated. Energizer has no material equity method investments, variable interests or non-controlling interests. The accompanying Consolidated (Condensed) Financial Statements have been prepared in accordance with Article 10 of Regulation S-X and do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. The year-end Consolidated (Condensed) Balance Sheet was derived from the audited financial statements included in Energizer's Report on Form 10-K, but does not include all disclosures required by U.S. GAAP. In the opinion of management, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair statement of our operations, financial position and cash flows |
Recently adopted accounting pronouncements | Recently Adopted Accounting Pronouncements - Effective October 1, 2019, the Company adopted ASU 2016-02 and related standards (collectively ASC 842, Leases ). This new guidance aligns the measurement of leases under GAAP more closely with International Financial Reporting Standards by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The Company elected the optional transition method and adopted the new guidance on a modified retrospective basis with no restatement of prior period amounts. Further, the Company elected to apply the package of practical expedients which allows companies to carry forward original lease determinations, lease classifications, and accounting for initial direct costs. Energizer also made the policy elections upon adoption for the exclusion of short term leases on the balance sheet and to not separate lease and non-lease components. The adoption of ASC 842, Leases , resulted in the recognition of additional assets and corresponding liabilities on the Consolidated (Condensed) Balance Sheet for the Company's operating leases; however, it did not have a material impact on the Consolidated (Condensed) Statement of Earnings and Comprehensive Income, the Consolidated (Condensed) Statement of Cash Flows and the Consolidated (Condensed) Statement of Shareholders' Equity/(Deficit), including retained earnings. Refer to Note 10, Leases, for further information. Recently Announced Accounting Pronouncements - In March 2020, the FASB issued ASU 2020-04 Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Revenue Recognition Revenue Rec
Revenue Recognition Revenue Recognition (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Product and Market Information | Supplemental product and market information is presented below for revenues from external customers for the quarters and nine months ended June 30, 2020 and 2019: For the Quarter Ended June 30, For the Nine Months Ended June 30, Net Sales 2020 2019 2020 2019 Batteries $ 470.7 $ 457.2 $ 1,520.3 $ 1,398.5 Auto Care 161.4 160.8 370.3 289.9 Lights and Licensing 25.9 29.2 91.2 87.1 Total Net Sales $ 658.0 $ 647.2 $ 1,981.8 $ 1,775.5 For the Quarter Ended June 30, For the Nine Months Ended June 30, 2020 2019 2020 2019 Net Sales North America $ 443.4 $ 410.3 $ 1,257.4 $ 1,075.2 Latin America 48.5 54.8 158.9 145.0 Americas 491.9 465.1 1,416.3 1,220.2 Modern Markets 96.0 101.9 339.9 331.8 Developing Markets 42.5 47.6 139.9 142.2 Distributors Markets 27.6 32.6 85.7 81.3 International 166.1 182.1 565.5 555.3 Total Net Sales $ 658.0 $ 647.2 $ 1,981.8 $ 1,775.5 |
Acquisition (Tables)
Acquisition (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table outlines the purchase price allocation as of the date of acquisition: Cash and cash equivalents $ 37.8 Trade receivables 54.2 Inventories 80.8 Other current assets 28.2 Assets held for sale 794.6 Property, plant and equipment, net 133.2 Goodwill 496.0 Other intangible assets, net 805.8 Other assets 10.3 Current portion of capital leases (1.2) Accounts payable (39.2) Other current liabilities (19.3) Long-term debt (14.7) Liabilities held for sale (394.6) Other liabilities (9.5) Net assets acquired $ 1,962.4 The following table outlines the purchase price allocation as of the date of acquisition: Cash and cash equivalents $ 3.3 Trade receivables 39.7 Inventories 98.6 Other current assets 8.9 Property, plant and equipment, net 70.8 Goodwill 274.0 Other intangible assets, net 965.3 Deferred tax assets 4.2 Other assets 1.7 Current portion of capital leases (0.4) Accounts payable (28.6) Other current liabilities (10.9) Long-term debt (31.9) Other liabilities (deferred tax liabilities) (211.9) Net assets acquired $ 1,182.8 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class | The table below outlines the purchased identifiable intangible assets of $805.8: Total Weighted Average Useful Lives Trade names $ 587.0 Indefinite Proprietary technology 59.0 6.2 Customer relationships 159.8 15.0 Total Other intangible assets, net $ 805.8 The table below outlines the purchased identifiable intangible assets of $965.3: Total Weighted Average Useful Lives Trade names $ 701.6 Indefinite Trade names 15.4 15.0 Proprietary technology 113.5 9.8 Customer relationships 134.8 15.0 Total Other intangible assets, net $ 965.3 |
Schedule of Pro Forma Information and Significant Adjustments | For the Quarter Ended June 30, 2019 For the Nine Months Ended June 30, 2019 Pro forma net sales $ 647.2 $ 2,000.4 Pro forma net earnings from continuing operations 14.2 113.6 Pro forma mandatory preferred stock dividends 4.1 12.2 Pro forma net earnings from continuing operations attributable to common shareholders $ 10.1 $ 101.4 Pro forma diluted net earnings per common share - continuing operations $ 0.14 $ 1.43 Pro forma weighted average shares of common stock - Diluted 70.6 71.0 Expense removed/(Additional expense) For the Quarter Ended For the Nine Months Ended June 30, 2019 Inventory step up (1) $ 5.0 $ 27.5 Acquisition and integration costs (2) — 30.1 Interest and ticking fees on escrowed debt (3) — 27.5 Gains on escrowed funds (4) — (12.0) (1) The inventory step up was removed from the quarter and nine months ended June 30, 2019 pro forma results as the inventory turn would have occurred in the first quarter of fiscal 2018. (2) Acquisition and integration costs incurred to obtain legal approval, investment banking fees and other transaction related expenses that occurred prior to closing of the acquisitions, were removed from the various periods as those costs would have occurred in fiscal 2018 when the transaction is assumed to have occurred. (3) Interest and ticking fees from the acquisition related debt were accrued over the periods prior to the acquisition occurring. These fees were removed as they would not have been incurred if the acquisition occurred October 1, 2017. The interest from the new capital structure was included in the results and the pre-tax interest expense amounts of $50.0 and $150.0 for the three and nine month periods, respectively, were included in the results above. (4) The escrowed debt funds earned interest income and had gains on the non-functional currency balances. These gains would not have been realized if the transaction had occurred as of October 1, 2017. |
Divestment (Tables)
Divestment (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Assets and Liabilities and Statement of Earnings of Divested Business | The following table summarizes the assets and liabilities of the Divestment Business classified as held for sale as of September 30, 2019: September 30, 2019 Assets Trade receivables $ 50.9 Inventories 59.8 Other current assets 41.5 Property, plant and equipment, net 78.8 Goodwill 50.5 Other intangible assets, net 489.0 Other assets 21.2 Assets held for sale $ 791.7 Liabilities Current portion of capital leases $ 5.3 Accounts payable 45.9 Notes payable 0.6 Other current liabilities 99.8 Long-term debt 23.5 Long term deferred tax liability 169.9 Other liabilities (1) 57.9 Liabilities held for sale $ 402.9 (1) Included in Other liabilities are pension liabilities of $42.4 related to the Divestment Business as of September 30, 2019, respectively. The following table summarizes the components of Net loss from discontinued operations in the accompanying Consolidated (Condensed) Statement of Earnings and Comprehensive Income for the quarter and nine months ended June 30, 2020 and 2019. For the Quarter Ended June 30, For the Nine Months Ended June 30, 2020 2019 2020 2019 Net sales $ — $ 69.9 $ 115.8 $ 150.1 Cost of products sold — 52.5 88.2 122.3 Gross profit — 17.4 27.6 27.8 Selling, general and administrative expense — 18.1 18.0 39.2 Advertising and sales promotion expense — 0.2 0.3 0.5 Research and development expense — 0.2 0.8 0.2 Interest expense — 3.7 12.1 10.4 Loss on sale of disposition (0.4) — 137.2 — Other items, net — (3.4) (3.9) (7.2) Earnings/(loss) before income taxes 0.4 (1.4) (136.9) (15.3) Income tax (benefit)/expense (0.4) 0.4 (6.6) (2.5) Net earnings/(loss) from discontinued operations $ 0.8 $ (1.8) $ (130.3) $ (12.8) |
Restructuring (Tables)
Restructuring (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The pre-tax expense for charges related to the restructuring plans for the quarter and nine months ended June 30, 2020 are noted in the table below and were reflected in Cost of products sold on the Consolidated (Condensed) Statement of Earnings and Comprehensive Income: For the Quarter Ended June 30, 2020 For the Nine Months Ended June 30, 2020 Severance and related benefit costs $ 0.2 $ 1.3 Accelerated depreciation & asset write-offs 2.2 8.1 Other exit costs (1) 4.9 11.6 Total $ 7.3 $ 21.0 |
Schedule of Restructuring Reserve by Type of Cost | The following table summarizes the activity related to the restructuring for the nine months ended June 30, 2020: Utilized September 30, 2019 Charge to Income Cash Non-Cash June 30, 2020 (1) Severance & termination related costs $ 9.8 $ 1.3 $ 0.2 $ — $ 10.9 Accelerated depreciation & asset write-offs — 8.1 — 8.1 — Other exit costs — 11.6 8.6 — 3.0 Total $ 9.8 $ 21.0 $ 8.8 $ 8.1 $ 13.9 |
Earnings per share (Tables)
Earnings per share (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted earnings per share for the quarters and nine months ended June 30, 2020 and 2019: (in millions, except per share data) For the Quarter Ended June 30, For the Nine Months Ended June 30, Basic earnings/(loss) per share 2020 2019 2020 2019 Net earnings from continuing operations $ 29.0 $ 9.2 $ 88.5 $ 17.7 Mandatory preferred stock dividends (4.0) (4.4) (12.1) (7.7) Net earnings from continuing operations attributable to common shareholders 25.0 4.8 76.4 10.0 Net earnings/(loss) from discontinued operations, net of tax 0.8 (1.8) (130.3) (12.8) Net earnings/(loss) attributable to common shareholders $ 25.8 $ 3.0 $ (53.9) $ (2.8) Weighted average common shares outstanding - Basic 68.5 69.6 68.9 65.5 Basic net earnings per common share from continuing operations $ 0.37 $ 0.07 $ 1.11 $ 0.15 Basic net earnings/(loss) per common share from discontinued operations 0.01 (0.03) (1.89) (0.19) Basic net earnings/(loss) per common share $ 0.38 $ 0.04 $ (0.78) $ (0.04) Diluted earnings/(loss) per share Weighted average common shares outstanding - Basic 68.5 69.6 68.9 65.5 Dilutive effect of restricted stock equivalents 0.1 0.3 0.1 0.3 Dilutive effect of performance shares — 0.5 0.3 0.5 Dilutive effect of stock based deferred compensation plan 0.1 0.2 0.1 0.2 Weighted average common shares outstanding - Diluted 68.7 70.6 69.4 66.5 Diluted net earnings per common share from continuing operations $ 0.37 $ 0.07 $ 1.10 $ 0.15 Diluted net earnings/(loss) per common share from discontinued operations 0.01 (0.03) (1.88) (0.19) Diluted net earnings/(loss) per common share $ 0.38 $ 0.04 $ (0.78) $ (0.04) |
Segments (Tables)
Segments (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Segment sales and profitability for the quarters and nine months ended June 30, 2020 and 2019, respectively, are presented below: For the Quarter Ended June 30, For the Nine Months Ended June 30, 2020 2019 2020 2019 Net Sales Americas $ 491.9 $ 465.1 $ 1,416.3 $ 1,220.2 International 166.1 182.1 565.5 555.3 Total net sales $ 658.0 $ 647.2 $ 1,981.8 $ 1,775.5 Segment Profit Americas $ 122.9 $ 103.8 $ 353.9 $ 308.6 International 34.8 41.0 127.4 132.0 Total segment profit 157.7 144.8 481.3 440.6 General corporate and other expenses (1) (25.6) (29.9) (74.0) (78.3) Global marketing expense (2) (7.4) (3.0) (19.1) (12.5) Research and development expense - Adjusted (3) (8.2) (9.2) (24.4) (23.4) Amortization of intangible assets (14.3) (14.4) (42.3) (30.1) Acquisition and integration costs (4) (11.4) (28.0) (47.6) (159.9) Interest expense - Adjusted (5)(6) (50.8) (51.9) (144.8) (111.7) Loss on extinguishment of debt (6) — — (4.2) — Other items, net - Adjusted (7) (1.1) 1.0 (5.4) 0.7 Total earnings before income taxes $ 38.9 $ 9.4 $ 119.5 $ 25.4 (1) Included in SG&A in the Consolidated (Condensed) Statement of Earnings and Comprehensive Income. (2) Global marketing expense for the quarter and nine months ended June 30, 2020 included $3.0 and $8.5 recorded in SG&A, respectively, and $4.4 and $10.6 recorded in Advertising and sales promotion expense, respectively, in the Consolidated (Condensed) Statement of Earnings and Comprehensive Income. The quarter and nine months ended June 30, 2019 included $0.6 and $4.0 recorded in SG&A, respectively, and $2.4 and $8.5 recorded in Advertising and sales promotion expense, respectively, in the Consolidated (Condensed) Statement of Earnings and Comprehensive Income. (3) Research and development expense for the quarter and nine months ended June 30, 2020 included $0.2 and $1.2, respectively, and $0.3 for the quarter and nine months ended June 30, 2019 of acquisition and integration costs which have been reclassified for purposes of the reconciliation above. (4) Acquisition and integration costs were included in the following lines in the Consolidated (Condensed) Statement of Earnings and Comprehensive Income: For the Quarter Ended June 30, For the Nine Months Ended June 30, 2020 2019 2020 2019 Inventory Step Up $ — $ 6.5 $ — $ 33.7 Cost of products sold 5.5 5.9 20.7 10.4 Selling, general and administrative expense 6.1 15.1 25.3 63.1 Research and development expense 0.2 0.3 1.2 0.3 Interest expense — — — 65.6 Other items, net (0.4) 0.2 0.4 (13.2) Total acquisition and integration costs $ 11.4 $ 28.0 $ 47.6 $ 159.9 (5) Interest expense for the nine months ended June 30, 2019 included $65.6 of acquisition commitment fees, debt ticking fees and interest on escrowed debt which have been reclassified for purposes of the reconciliation above. (6) Loss on extinguishment of debt for the nine months ended June 30, 2020 includes the write off of deferred financing fees related to the term loan refinancing and was recorded in Interest expense on the Consolidated (Condensed) Statement of Earnings and Comprehensive Income. (7) Other items, net for the quarter and nine months ended June 30, 2020 on the Consolidated (Condensed) Statement of Earnings and Comprehensive Income included acquisition related income of $0.4 and costs of $0.4, respectively, which has |
Reconciliation of Assets from Segment to Consolidated | Total Assets June 30, 2020 September 30, 2019 Americas $ 1,433.6 $ 991.9 International 632.3 621.0 Total segment assets $ 2,065.9 $ 1,612.9 Corporate 128.5 81.3 Goodwill and other intangible assets 2,932.1 2,963.7 Assets held for sale — 791.7 Total assets $ 5,126.5 $ 5,449.6 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Schedule of Balance Sheet Location | As of June 30, 2020 the amounts for leases included in our Consolidated (Condensed) Balance Sheet include: Balance Sheet Location June 30, 2020 Operating Leases: Operating lease asset $ 123.0 Operating lease liabilities - current 14.3 Operating lease liabilities 112.6 Total Operating Lease Liabilities $ 126.9 Weighted-average remaining lease term (in years) 16.1 Weighted-average discount rate 4.2 % Finance Leases: Property, plant and equipment, net $ 45.7 Current portion of capital leases 1.7 Long-term debt 44.4 Total Finance Lease Liabilities $ 46.1 Weighted Average remaining lease term (in years) 20.6 Weighted-average discount rate 6.8 % |
Components of Lease Expense | The following table presents the components of lease expense: For the Quarter Ended June 30, 2020 For the Nine Months Ended June 30, 2020 Operating lease cost $ 5.4 $ 14.9 Finance lease cost: Amortization of assets 0.8 2.4 Interest on lease liabilities 0.8 2.3 Variable lease costs 1.4 2.5 Total lease costs $ 8.4 $ 22.1 |
Schedule of Supplemental Cash and Non-Cash Information | Supplemental cash and non-cash information related to leases: For the Nine Months Ended June 30, 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 14.6 Operating cash flows from finance leases 2.2 Financing cash flows from finance leases 1.0 Non-cash increase in lease assets and lease liabilities: Operating leases (1) (2) $ 86.0 (1) During the first quarter of fiscal 2020, Energizer entered into a material embedded lease agreement which resulted in operating lease asset and lease liabilities of approximately $34. The embedded operating lease commenced on November 1, 2019. During the second quarter of fiscal 2020, Energizer renewed the North America headquarters lease, which resulted in a material lease modification and additional operating lease assets and lease liabilities of approximately $17. During the third quarter of fiscal 2020, a material lease commenced for the Company's new battery distribution and packaging center in North America, resulting in approximately $36 of additional operating lease related assets and lease liabilities. (2) The non-cash increase in operating lease assets and liabilities above does not include the lease assets and lease liabilities recorded due to the ASC 842 implementation on October 1, 2019. |
Schedule of Finance Lease Minimum Payments | Minimum lease payments under operating and finance leases with non-cancellable terms in excess of one year as of June 30, 2020 are as follows: Operating Leases Finance Leases 2020 $ 4.6 $ 1.2 2021 18.2 4.6 2022 17.4 4.7 2023 16.2 4.6 2024 16.0 4.4 Thereafter 110.5 70.8 Total lease payments 182.9 90.3 Less: Imputed interest (56.0) (44.2) Present value of lease liabilities $ 126.9 $ 46.1 |
Schedule of Operating Lease Minimum Payments | Minimum lease payments under operating and finance leases with non-cancellable terms in excess of one year as of June 30, 2020 are as follows: Operating Leases Finance Leases 2020 $ 4.6 $ 1.2 2021 18.2 4.6 2022 17.4 4.7 2023 16.2 4.6 2024 16.0 4.4 Thereafter 110.5 70.8 Total lease payments 182.9 90.3 Less: Imputed interest (56.0) (44.2) Present value of lease liabilities $ 126.9 $ 46.1 |
Goodwill and intangible assets
Goodwill and intangible assets (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table sets forth goodwill by segment as of October 1, 2019 and June 30, 2020: Americas International Total Balance at October 1, 2019 $ 861.6 $ 143.2 $ 1,004.8 Battery Acquisition 0.7 0.2 0.9 Auto Care Acquisition 3.8 0.1 3.9 Cumulative translation adjustment (0.3) (0.6) (0.9) Balance at June 30, 2020 $ 865.8 $ 142.9 $ 1,008.7 |
Schedule of Finite-Lived Intangible Assets | Total intangible assets at June 30, 2020 are as follows: Gross Carrying Amount Accumulated Amortization Net Carrying Amount Trademarks and trade names $ 59.7 $ (12.9) $ 46.8 Customer relationships 394.2 (54.2) 340.0 Patents 34.5 (10.2) 24.3 Proprietary technology 172.5 (32.1) 140.4 Proprietary formulas 2.4 (0.4) 2.0 Non-compete 0.5 (0.4) 0.1 Vendor relationships 5.7 (0.8) 4.9 Total Amortizable intangible assets 669.5 (111.0) 558.5 Trademarks and trade names - indefinite lived 1,364.9 — 1,364.9 Total Other intangible assets, net $ 2,034.4 $ (111.0) $ 1,923.4 Total intangible assets at September 30, 2019 were as follows: Gross Carrying Amount Accumulated Amortization Net Carrying Amount Trademarks and trade names $ 59.7 $ (9.9) $ 49.8 Customer relationships 394.2 (34.3) 359.9 Patents 34.5 (8.2) 26.3 Proprietary technology 172.5 (15.7) 156.8 Proprietary formulas 2.4 (0.3) 2.1 Non-compete 0.5 (0.3) 0.2 Total Amortizable intangible assets 663.8 (68.7) 595.1 Trademarks and trade names - indefinite lived 1,363.8 — 1,363.8 Total Other intangible assets, net $ 2,027.6 $ (68.7) $ 1,958.9 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The detail of long-term debt was as follows: June 30, 2020 September 30, 2019 2019 Senior Secured Term Loan A Facility Due 2022 $ 342.2 $ — Senior Secured Term Loan A Facility due 2021 — 77.5 Senior Secured Term Loan B Facility due 2025 313.5 982.5 5.50% Senior Notes due 2025 600.0 600.0 6.375% Senior Notes due 2026 750.0 500.0 4.625% Senior Notes due 2026 (Euro Notes of €650.0) 730.2 708.4 7.750% Senior Notes due 2027 600.0 600.0 Capital lease obligations 46.1 46.9 Total long-term debt, including current maturities 3,382.0 3,515.3 Less current portion (93.0) (1.6) Less unamortized debt premium and debt issuance fees (36.5) (52.1) Total long-term debt $ 3,252.5 $ 3,461.6 |
Schedule of Maturities of Long-term Debt | Debt Maturities - Aggregate maturities of long term debt as of June 30, 2020 are as follows: Long-term debt One year $ 91.3 Two year 91.3 Three year 162.2 Four year 10.0 Five year 610.0 Thereafter 2,371.1 Total long-term debt payments due $ 3,335.9 |
Pension Plans (Tables)
Pension Plans (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Retirement Benefits [Abstract] | |
Schedule of Net Benefit Costs | The Company’s net periodic pension (benefit)/cost for these plans are as follows: For the Quarter Ended June 30, U.S. International 2020 2019 2020 2019 Service cost $ — $ — $ 0.2 $ 0.1 Interest cost 4.0 5.1 0.3 0.8 Expected return on plan assets (6.1) (6.6) (0.6) (1.3) Amortization of unrecognized net losses 1.6 1.1 0.3 0.2 Net periodic (benefit)/cost $ (0.5) $ (0.4) $ 0.2 $ (0.2) For the Nine Months Ended June 30, U.S. International 2020 2019 2020 2019 Service cost $ — $ — $ 0.6 $ 0.4 Interest cost 12.0 15.3 0.9 2.3 Expected return on plan assets (18.3) (19.6) (1.8) (3.8) Amortization of unrecognized net losses 4.8 3.1 0.9 0.7 Net periodic (benefit)/cost $ (1.5) $ (1.2) $ 0.6 $ (0.4) |
Financial Instruments and Ris_2
Financial Instruments and Risk Management (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss) | The following table provides the Company's estimated fair values as of June 30, 2020 and September 30, 2019, and the amounts of gains and losses on derivative instruments classified as cash flow hedges for the quarter and nine months ended June 30, 2020 and 2019, respectively: At June 30, 2020 For the Quarter Ended For the Nine Months Ended June 30, 2020 Derivatives designated as Cash Flow Hedging Relationships Estimated Fair Value Liability (1) (Loss)/Gain Recognized in OCI (2) Gain/(Loss) Reclassified From OCI into Income (3)(4) Loss Recognized in OCI (2) Gain/(Loss) Reclassified From OCI into Income (3) (4) Foreign currency contracts $ (1.2) $ (4.5) $ 1.8 $ (1.2) $ 4.5 Interest rate swaps (2017 and 2018) (8.9) (1.2) (1.6) (6.6) (2.7) Zinc contracts (3.5) 3.2 (0.3) (3.1) (0.6) Total $ (13.6) $ (2.5) $ (0.1) $ (10.9) $ 1.2 At September 30, 2019 For the Quarter Ended For the Nine Months Ended June 30, 2019 Derivatives designated as Cash Flow Hedging Relationships Estimated Fair Value Loss Recognized in OCI (2) Gain Reclassified From OCI into Income (3)(4) Gain/(Loss) Recognized in OCI (2) Gain Reclassified From OCI into Income (3)(4) Foreign currency contracts $ 4.5 $ (0.4) $ 1.9 $ 3.7 $ 6.7 Interest rate swaps (2017 and 2018) (4.7) (4.1) 0.2 (11.0) 0.4 Zinc contracts (1.0) (0.9) — (0.7) — Total $ (1.2) $ (5.4) $ 2.1 $ (8.0) $ 7.1 (1) All derivative assets are presented in Other current assets or Other assets. All derivative liabilities are presented in Other current liabilities or Other liabilities. (2) OCI is defined as other comprehensive income. (3) Gain/(Loss) reclassified to Income was recorded as follows: Foreign currency contracts in Cost of products sold, interest rate contracts in Interest expense, and commodity contracts in Cost of products sold. (4) Each of these hedging relationships has derivative instruments with a high correlation to the underlying exposure being hedged and has been deemed highly effective in offsetting the underlying risk. |
Derivative Instruments, Gain (Loss) | The following table provides estimated fair values as of June 30, 2020 and September 30, 2019 and the gains and losses on derivative instruments not classified as cash flow hedges for the quarter ended June 30, 2020 and September 30, 2019, respectively: At June 30, 2020 For the Quarter Ended June 30, 2020 For the Nine Months Ended June 30, 2020 Estimated Fair Value Liability (1) Loss Recognized in Income (2) Loss Recognized in Income (2) (3) Foreign currency contracts $ (0.5) $ (0.6) $ (2.2) At September 30, 2019 For the Quarter Ended June 30, 2019 For the Nine Months Ended June 30, 2019 Estimated Fair Value Asset (1) Loss Recognized in Income (2)(4) Loss Recognized in Income (2) Foreign currency contracts $ 4.3 $ (1.3) $ (0.2) (1) All derivative liabilities are presented in Other current liabilities or Other liabilities and derivative assets are presented in Other current assets or Other assets. (2) Loss recognized in Income was recorded as foreign currency in Other items, net. (3) Includes a $2.2 loss on a hedge contract on the proceeds from the Varta Divestiture. |
Offsetting Liabilities | Offsetting of derivative assets At June 30, 2020 At September 30, 2019 Description Balance Sheet location Gross amounts of recognized assets Gross amounts offset in the Balance Sheet Net amounts of assets presented in the Balance Sheet Gross amounts of recognized assets Gross amounts offset in the Balance Sheet Net amounts of assets presented in the Balance Sheet Foreign Currency Contracts Other Current Assets, Other Assets $ 1.9 $ (0.7) $ 1.2 $ 9.4 $ (0.4) $ 9.0 Offsetting of derivative liabilities At June 30, 2020 At September 30, 2019 Description Balance Sheet location Gross amounts of recognized liabilities Gross amounts offset in the Balance Sheet Net amounts of liabilities presented in the Balance Sheet Gross amounts of recognized liabilities Gross amounts offset in the Balance Sheet Net amounts of liabilities presented in the Balance Sheet Foreign Currency Contracts Other Current Liabilities, Other Liabilities $ (3.6) $ 0.7 $ (2.9) $ (0.4) $ 0.2 $ (0.2) |
Offsetting Assets | Offsetting of derivative assets At June 30, 2020 At September 30, 2019 Description Balance Sheet location Gross amounts of recognized assets Gross amounts offset in the Balance Sheet Net amounts of assets presented in the Balance Sheet Gross amounts of recognized assets Gross amounts offset in the Balance Sheet Net amounts of assets presented in the Balance Sheet Foreign Currency Contracts Other Current Assets, Other Assets $ 1.9 $ (0.7) $ 1.2 $ 9.4 $ (0.4) $ 9.0 Offsetting of derivative liabilities At June 30, 2020 At September 30, 2019 Description Balance Sheet location Gross amounts of recognized liabilities Gross amounts offset in the Balance Sheet Net amounts of liabilities presented in the Balance Sheet Gross amounts of recognized liabilities Gross amounts offset in the Balance Sheet Net amounts of liabilities presented in the Balance Sheet Foreign Currency Contracts Other Current Liabilities, Other Liabilities $ (3.6) $ 0.7 $ (2.9) $ (0.4) $ 0.2 $ (0.2) |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table sets forth the Company's financial assets and liabilities, which are carried at fair value, as of June 30, 2020 and September 30, 2019 that are measured on a recurring basis during the period, segregated by level within the fair value hierarchy: Level 2 (Liabilities)/Assets at estimated fair value: June 30, September 30, Deferred compensation $ (26.3) $ (28.1) Exit lease liability — (0.1) Derivatives - Foreign Currency contracts (1.2) 4.5 Derivatives - Foreign Currency contracts (non-hedge) (0.5) 4.3 Derivatives - 2017 and 2018 Interest Rate swaps (8.9) (4.7) Derivatives - Zinc contracts (3.5) (1.0) Net Liabilities at estimated fair value $ (40.4) $ (25.1) |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive (Loss)/Income (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table presents the changes in accumulated other comprehensive (loss)/income (AOCI), net of tax by component: Foreign Currency Translation Adjustments Pension Activity Zinc Contracts Foreign Currency Contracts Interest Rate Contracts Total Balance at September 30, 2019 $ (124.0) $ (173.3) $ 0.2 $ 3.1 $ (4.3) $ (298.3) OCI before reclassifications (22.5) (1.1) (2.4) (0.8) (5.1) (31.9) Reclassifications to earnings — 4.4 0.5 (3.5) 2.1 3.5 Activity related to discontinued operations 19.3 3.0 (0.9) — — 21.4 Balance at June 30, 2020 $ (127.2) $ (167.0) $ (2.6) $ (1.2) $ (7.3) $ (305.3) |
Reclassification out of Accumulated Other Comprehensive Income | The following table presents the reclassifications out of AOCI to earnings: For the Quarter Ended June 30, For the Nine Months Ended June 30, 2020 2019 2020 2019 Details of AOCI Components Amount Reclassified Amount Reclassified Affected Line Item in the Combined Statements of Earnings Gains and losses on cash flow hedges Foreign currency contracts $ 1.8 $ 1.9 $ 4.5 $ 6.7 Cost of products sold Interest rate contracts (1.6) 0.2 (2.7) 0.4 Interest expense Zinc contracts (0.3) — (0.6) — Cost of products sold (0.1) 2.1 1.2 7.1 (Loss)/Earnings before income taxes — (0.4) (0.3) (1.6) Income tax expense $ (0.1) $ 1.7 $ 0.9 $ 5.5 Net (loss)/earnings Amortization of defined benefit pension items Actuarial loss (1.9) (1.3) (5.7) (3.8) (2) 0.5 0.2 1.3 0.6 Income tax benefit $ (1.4) $ (1.1) $ (4.4) $ (3.2) Net loss Total reclassifications to earnings $ (1.5) $ 0.6 $ (3.5) $ 2.3 Net (loss)/earnings (1) Amounts in parentheses indicate debits to Consolidated (Condensed) Statement of Earnings and Comprehensive Income. (2) This AOCI component is included in the computation of net periodic pension (benefit)/cost (see Note 13, Pension Plans, for further details). |
Supplemental Financial Statem_2
Supplemental Financial Statement Information (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Financial Statement Related Disclosures [Abstract] | |
Supplemental Income Statement and Balance Sheet Information | The components of certain income statement accounts are as follows: For the Quarter Ended June 30, For the Nine Months Ended June 30, 2020 2019 2020 2019 Other items, net Interest income $ (0.2) $ (0.3) $ (0.4) $ (1.3) Foreign currency exchange loss/(gain) 2.9 (0.3) 8.0 2.4 Pension benefit other than service costs (0.5) (0.7) (1.5) (2.1) Other (1.1) 0.3 (0.7) 0.3 Acquisition foreign currency loss/(gain) — 0.9 2.2 (8.1) Interest income on restricted cash — — — (5.8) Transition services agreement income (0.4) (0.7) (0.8) (0.8) Gain on sale of assets — — (1.0) — Settlement of acquired business hedging contracts — — — 1.5 Total Other items, net $ 0.7 $ (0.8) $ 5.8 $ (13.9) The components of certain balance sheet accounts are as follows: June 30, 2020 September 30, 2019 Inventories Raw materials and supplies $ 103.3 $ 70.5 Work in process 139.1 103.7 Finished products 276.2 295.1 Total inventories $ 518.6 $ 469.3 Other Current Assets Miscellaneous receivables $ 18.1 $ 16.5 Due from Spectrum 34.7 7.6 Prepaid expenses 96.4 71.3 Value added tax collectible from customers 23.9 23.1 Other 12.9 58.6 Total other current assets $ 186.0 $ 177.1 Property, Plant and Equipment Land $ 9.0 $ 9.6 Buildings 119.6 119.9 Machinery and equipment 824.2 823.0 Capital leases 45.7 50.4 Construction in progress 36.0 25.8 Total gross property 1,034.5 1,028.7 Accumulated depreciation (689.6) (666.7) Total property, plant and equipment, net $ 344.9 $ 362.0 Other Current Liabilities Accrued advertising, sales promotion and allowances $ 11.2 $ 11.8 Accrued trade allowances 22.9 53.1 Accrued salaries, vacations and incentive compensation 43.9 59.2 Accrued interest expense 63.0 37.4 Due to Spectrum 1.1 2.6 Accrued acquisition and integration costs 1.0 7.9 Restructuring reserve 13.2 9.8 Income taxes payable 29.3 23.4 Other 164.4 128.4 Total other current liabilities $ 350.0 $ 333.6 Other Liabilities Pensions and other retirement benefits $ 101.1 $ 109.0 Deferred compensation 26.3 28.1 Restructuring reserve 0.7 — Mandatory transition tax 16.7 16.7 Other non-current liabilities 73.9 50.8 Total other liabilities $ 218.7 $ 204.6 |
Description of Business and B_3
Description of Business and Basis of Presentation - Narrative (Details) - Disposal Group, Disposed of by Sale, Not Discontinued Operations € in Millions, $ in Millions | Jan. 02, 2020USD ($) | Jan. 02, 2020EUR (€) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Initial cash proceeds | € | € 180 | ||||||
VARTAAG | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Initial cash proceeds | $ 323.1 | $ 345.8 | |||||
Pre-tax loss | $ (0.4) | $ 0 | $ 137.2 | $ 0 |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Product and Market Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Net Sales | $ 658 | $ 647.2 | $ 1,981.8 | $ 1,775.5 |
Modern Markets | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 96 | 101.9 | 339.9 | 331.8 |
Developing Markets | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 42.5 | 47.6 | 139.9 | 142.2 |
Distributors Markets | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 27.6 | 32.6 | 85.7 | 81.3 |
North America | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 443.4 | 410.3 | 1,257.4 | 1,075.2 |
Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 48.5 | 54.8 | 158.9 | 145 |
Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 491.9 | 465.1 | 1,416.3 | 1,220.2 |
International | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 166.1 | 182.1 | 565.5 | 555.3 |
Batteries | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 470.7 | 457.2 | 1,520.3 | 1,398.5 |
Auto Care | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | 161.4 | 160.8 | 370.3 | 289.9 |
Lights and Licensing | ||||
Disaggregation of Revenue [Line Items] | ||||
Net Sales | $ 25.9 | $ 29.2 | $ 91.2 | $ 87.1 |
Acquisition - Narrative (Detail
Acquisition - Narrative (Details) $ / shares in Units, € in Millions, shares in Millions, $ in Millions | Jan. 31, 2020USD ($) | Jan. 02, 2020EUR (€) | Jan. 28, 2019USD ($)$ / sharesshares | Jan. 02, 2019USD ($) | Nov. 15, 2018USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) |
Business Acquisition [Line Items] | |||||||||||
Payments to acquire business | $ 3.6 | $ 4.5 | $ 2,453.8 | ||||||||
Inventory adjustment | $ 5 | 27.5 | |||||||||
Write down of assets of business held for sale | 107.2 | ||||||||||
Gain on sale of assets | $ 0 | 0 | (1) | 0 | |||||||
Earnings related to transition service agreements | (0.4) | (0.7) | (0.8) | (0.8) | |||||||
Gain (Loss) Recognized in Income | 0 | 0.9 | 2.2 | (8.1) | |||||||
Interest income on restricted cash | 0 | 0 | 0 | 5.8 | |||||||
Fair Value Adjustment to Inventory | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Acquisition and integration costs | 6.5 | 33.7 | |||||||||
Research and Development Expense | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Acquisition and integration costs | 0.2 | 0.3 | 1.2 | 0.3 | |||||||
Interest Expense | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Interest and other financing items | 65.6 | ||||||||||
Other Items, Net | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Earnings related to transition service agreements | (0.4) | (13.2) | 0.4 | (13.2) | |||||||
Pre-tax expenses | 0.2 | 0.4 | 0.2 | ||||||||
Interest income on restricted cash | (5.8) | ||||||||||
Costs of products sold | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Acquisition and integration costs | 5.5 | 12.4 | 20.7 | 44.1 | |||||||
USD Restricted Cash Held in European Euro Functional Entity | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Pre-tax expenses | 1.5 | ||||||||||
USD Restricted Cash Held in European Euro Functional Entity | Other Items, Net | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Favorable movement in escrowed USD restricted cash | (9) | ||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Initial cash proceeds | € | € 180 | ||||||||||
Inventory fair value adjustment | 11.2 | 11.2 | |||||||||
CAE | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Payments to acquire business | $ 1.9 | ||||||||||
Acquisition purchase price | 7 | ||||||||||
CAE | Vendor Relationships | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Intangible asset acquired | 5.7 | ||||||||||
CAE | Certain Financial Metrics | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Initial cash paid including estimated working capital adjustments | $ 9.9 | ||||||||||
Spectrum Brands Holdings | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Payments to acquire business | $ 2,000 | ||||||||||
Initial cash paid including estimated working capital adjustments | 1,962.4 | ||||||||||
Intangible asset acquired | 805.8 | ||||||||||
Cash consideration initially allocated to divested business | 400 | ||||||||||
Inventory adjustment | 14.6 | ||||||||||
Inventory fair value adjustment | 11.2 | 11.2 | |||||||||
Net assets acquired | $ 1,962.4 | ||||||||||
Spectrum Auto Care Acquisition | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Payments to acquire business | $ 937.5 | ||||||||||
Initial cash paid including estimated working capital adjustments | $ 938.7 | $ (3.6) | |||||||||
Acquisition purchase price | 1,250 | ||||||||||
Intangible asset acquired | $ 965.3 | ||||||||||
Inventory adjustment | $ 21.6 | ||||||||||
Newly-issued common stock in acquisition | $ 312.5 | 2 | |||||||||
Newly-issued common stock in acquisition (in shares) | shares | 5.3 | ||||||||||
Fair value of equity consideration | $ 240.5 | ||||||||||
Opening stock price (in dollars per share) | $ / shares | $ 45.55 | ||||||||||
Net assets acquired | $ 1,182.8 | ||||||||||
Battery Acquisition and Auto Care Acquisition | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Acquisition and integration costs | 11.4 | 28 | 47.6 | 159.9 | |||||||
Battery Acquisition and Auto Care Acquisition | Selling, General and Administrative Expenses | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Acquisition and integration costs | $ 6.1 | $ 15.1 | $ 25.3 | $ 63.1 |
Acquisition - Schedule of Recog
Acquisition - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Sep. 30, 2019 | Jan. 28, 2019 | Jan. 02, 2019 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 1,008.7 | $ 1,004.8 | ||
Spectrum Brands Holdings | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 37.8 | |||
Trade receivables | 54.2 | |||
Inventories | 80.8 | |||
Other current assets | 28.2 | |||
Assets held for sale | 794.6 | |||
Property, plant and equipment, net | 133.2 | |||
Goodwill | 496 | |||
Other intangible assets, net | 805.8 | |||
Other assets | 10.3 | |||
Current portion of capital leases | (1.2) | |||
Accounts payable | (39.2) | |||
Other current liabilities | (19.3) | |||
Long-term debt | (14.7) | |||
Liabilities held for sale | (394.6) | |||
Other liabilities | (9.5) | |||
Net assets acquired | $ 1,962.4 | |||
Spectrum Auto Care Acquisition | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 3.3 | |||
Trade receivables | 39.7 | |||
Inventories | 98.6 | |||
Other current assets | 8.9 | |||
Property, plant and equipment, net | 70.8 | |||
Goodwill | 274 | |||
Other intangible assets, net | 965.3 | |||
Deferred tax assets | 4.2 | |||
Other assets | 1.7 | |||
Current portion of capital leases | (0.4) | |||
Accounts payable | (28.6) | |||
Other current liabilities | (10.9) | |||
Long-term debt | (31.9) | |||
Other liabilities (deferred tax liabilities) | (211.9) | |||
Net assets acquired | $ 1,182.8 |
Acquisition - Schedule of Acqui
Acquisition - Schedule of Acquired Finite-Lived Intangible Assets by Major Class (Details) - USD ($) $ in Millions | Jan. 28, 2019 | Jan. 02, 2019 |
Spectrum Brands Holdings | ||
Business Acquisition [Line Items] | ||
Intangible asset acquired | $ 805.8 | |
Spectrum Brands Holdings | Proprietary technology | ||
Business Acquisition [Line Items] | ||
Intangible asset acquired | $ 59 | |
Weighted Average Useful Lives | 6 years 2 months 12 days | |
Spectrum Brands Holdings | Customer relationships | ||
Business Acquisition [Line Items] | ||
Intangible asset acquired | $ 159.8 | |
Weighted Average Useful Lives | 15 years | |
Spectrum Auto Care Acquisition | ||
Business Acquisition [Line Items] | ||
Intangible asset acquired | $ 965.3 | |
Spectrum Auto Care Acquisition | Trade names | ||
Business Acquisition [Line Items] | ||
Intangible asset acquired | $ 15.4 | |
Weighted Average Useful Lives | 15 years | |
Spectrum Auto Care Acquisition | Proprietary technology | ||
Business Acquisition [Line Items] | ||
Intangible asset acquired | $ 113.5 | |
Weighted Average Useful Lives | 9 years 9 months 18 days | |
Spectrum Auto Care Acquisition | Customer relationships | ||
Business Acquisition [Line Items] | ||
Intangible asset acquired | $ 134.8 | |
Weighted Average Useful Lives | 15 years | |
Trade names | Spectrum Brands Holdings | ||
Business Acquisition [Line Items] | ||
Indefinite intangible assets acquired | $ 587 | |
Trade names | Spectrum Auto Care Acquisition | ||
Business Acquisition [Line Items] | ||
Indefinite intangible assets acquired | $ 701.6 |
Acquisition - Pro Forma Informa
Acquisition - Pro Forma Information and Significant Adjustments (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Business Combinations [Abstract] | ||
Pro forma net sales | $ 647.2 | $ 2,000.4 |
Pro forma net earnings from continuing operations | 14.2 | 113.6 |
Pro forma mandatory preferred stock dividends | 4.1 | 12.2 |
Pro forma net earnings from continuing operations attributable to common shareholders | $ 10.1 | $ 101.4 |
Pro forma diluted net earnings/(loss) per common share - continuing operations (in usd per share) | $ 0.14 | $ 1.43 |
Pro forma weighted average shares of common stock - Diluted (in shares) | 70.6 | 71 |
Inventory step up | $ 5 | $ 27.5 |
Acquisition and integration costs | 0 | 30.1 |
Interest and ticking fees on escrowed debt | 0 | 27.5 |
Gains on escrowed funds | 0 | (12) |
Interest, pre-tax | $ 50 | $ 150 |
Acquisition - Provisional Infor
Acquisition - Provisional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Dec. 31, 2019 | Jun. 30, 2019 | Jun. 30, 2019 | |
Business Acquisition [Line Items] | |||
Inventory adjustment | $ 5 | $ 27.5 | |
Spectrum Brands Holdings | |||
Business Acquisition [Line Items] | |||
Inventory adjustment | $ 14.6 | ||
Spectrum Auto Care Acquisition | |||
Business Acquisition [Line Items] | |||
Inventory adjustment | $ 21.6 |
Divestment - Narrative (Details
Divestment - Narrative (Details) € in Millions, $ in Millions | Jan. 02, 2020USD ($) | Jan. 02, 2020EUR (€) | Dec. 27, 2019USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Write-off of deferred financing fees | $ 4.2 | |||||||
Interest expense | $ 50.8 | $ 51.9 | $ 149 | $ 177.3 | ||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Pre-tax costs | 4.2 | 1.7 | 9.9 | |||||
Allocated pre-tax interest expense | 3.7 | 5 | 9.9 | |||||
Total proceeds anticipated | € | € 180 | |||||||
Write-off of deferred financing fees | 6.9 | |||||||
Inventory fair value adjustment | 11.2 | 11.2 | ||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | VARTAAG | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Total proceeds anticipated | $ 323.1 | $ 345.8 | ||||||
Pre-tax loss | $ (0.4) | $ 0 | $ 137.2 | $ 0 |
Divestment (Details)
Divestment (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Sep. 30, 2019 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Pension liabilities | $ 42.4 | |||||||
Assets | ||||||||
Trade receivables | $ 50.9 | |||||||
Inventories | 59.8 | |||||||
Other current assets | 41.5 | |||||||
Property, plant and equipment, net | 78.8 | |||||||
Goodwill | 50.5 | |||||||
Other intangible assets, net | 489 | |||||||
Other assets | 21.2 | |||||||
Assets held for sale | 791.7 | |||||||
Liabilities | ||||||||
Current portion of capital leases | 5.3 | |||||||
Accounts payable | 45.9 | |||||||
Notes payable | 0.6 | |||||||
Other current liabilities | 99.8 | |||||||
Long-term debt | 23.5 | |||||||
Long term deferred tax liability | 169.9 | |||||||
Other liabilities | 57.9 | |||||||
Liabilities held for sale | $ 402.9 | |||||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ||||||||
Net sales | $ 0 | $ 69.9 | $ 115.8 | $ 150.1 | ||||
Cost of products sold | 0 | 52.5 | 88.2 | 122.3 | ||||
Gross profit | 0 | 17.4 | 27.6 | 27.8 | ||||
Selling, general and administrative expense | 0 | 18.1 | 18 | 39.2 | ||||
Advertising and sales promotion expense | 0 | 0.2 | 0.3 | 0.5 | ||||
Research and development expense | 0 | 0.2 | 0.8 | 0.2 | ||||
Interest expense | 0 | 3.7 | 12.1 | 10.4 | ||||
Other items, net | 0 | 3.4 | 3.9 | 7.2 | ||||
Earnings/(loss) before income taxes | 0.4 | (1.4) | (136.9) | (15.3) | ||||
Income tax (benefit)/expense | (0.4) | 0.4 | (6.6) | (2.5) | ||||
Net loss from discontinued operations | 0.8 | $ (131.4) | $ 0.3 | (1.8) | $ (11) | (130.3) | (12.8) | |
Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ||||||||
Inventory fair value adjustment | 11.2 | 11.2 | ||||||
Pre-tax costs | 4.2 | 1.7 | 9.9 | |||||
Allocated pre-tax interest expense | 3.7 | 5 | 9.9 | |||||
VARTAAG | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ||||||||
Loss on sale of disposition | $ (0.4) | $ 0 | $ 137.2 | $ 0 |
Restructuring, Restructuring an
Restructuring, Restructuring and Related Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Jun. 30, 2020 | Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | ||
Severance and related benefit costs | $ 0.2 | $ 1.3 |
Accelerated depreciation & asset write-offs | 2.2 | 8.1 |
Other restructuring related costs | 4.9 | 11.6 |
Total | $ 7.3 | $ 21 |
Restructuring Narrative (Detail
Restructuring Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 24 Months Ended |
Jun. 30, 2020 | Jun. 30, 2020 | Dec. 31, 2021 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Costs | $ 7.3 | $ 21 | |
Severance and related benefit costs | 0.2 | 1.3 | |
Scenario, Forecast | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance and related benefit costs | $ 45 | ||
Americas | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Costs | 6.8 | 19.6 | |
International | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Costs | $ 0.5 | $ 1.4 |
Restructuring, Reserve (Details
Restructuring, Reserve (Details) - USD ($) $ in Millions | 9 Months Ended | |
Jun. 30, 2020 | Sep. 30, 2019 | |
Restructuring Reserve [Roll Forward] | ||
43738 | $ 9.8 | |
Charge to Income | 21 | |
Cash | 8.8 | |
Non-Cash | 8.1 | |
March 31, 2020 | 13.9 | |
Restructuring reserve | 13.2 | $ 9.8 |
Other Current Liabilities | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve | 13.2 | |
Other Liabilities | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve | 0.7 | |
Severance & termination related costs | ||
Restructuring Reserve [Roll Forward] | ||
43738 | 9.8 | |
Charge to Income | 1.3 | |
Cash | 0.2 | |
Non-Cash | 0 | |
March 31, 2020 | 10.9 | |
Accelerated depreciation & asset write-offs | ||
Restructuring Reserve [Roll Forward] | ||
43738 | 0 | |
Charge to Income | 8.1 | |
Cash | 0 | |
Non-Cash | 8.1 | |
March 31, 2020 | 0 | |
Other exit costs | ||
Restructuring Reserve [Roll Forward] | ||
43738 | 0 | |
Charge to Income | 11.6 | |
Cash | 8.6 | |
Non-Cash | 0 | |
March 31, 2020 | $ 3 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |||
Effective tax rate, percent | 25.90% | 30.30% | |
CARES Act impact | $ 5.1 | ||
Transition tax | $ 0.7 |
Share-Based Payments - Narrativ
Share-Based Payments - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||||
Nov. 30, 2019 | Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2016 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jan. 27, 2020 | Jul. 01, 2015 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||||
Share-based compensation expense | $ 21.2 | $ 20.8 | ||||||||
ParentCo | ||||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||||
Closing stock price (in dollars per share) | $ 43.10 | $ 60.25 | $ 44.20 | $ 43.84 | ||||||
Selling, General and Administrative Expenses | ||||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||||
Share-based compensation expense | $ 5.3 | $ 6.7 | $ 21.2 | $ 20.8 | ||||||
Key Employees | Restricted Stock Equivalents | ParentCo | ||||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||||
RSE awards granted, shares | 134,000 | 73,000 | 100,000 | 92,000 | ||||||
Vesting period, years | 4 years | 4 years | 4 years | |||||||
Key Employees | Performance Shares | ||||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||||
Maximum award payout (in shares) | 612,000 | 380,000 | 476,000 | |||||||
Key Executives | Restricted Stock Equivalents | ParentCo | ||||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||||
RSE awards granted, shares | 81,000 | 55,000 | 68,000 | |||||||
Key Employees and Key Executives | Performance Shares | ||||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||||
RSE awards granted, shares | 306,000 | 190,000 | 238,000 | |||||||
Vesting period, years | 3 years | 3 years | 3 years | |||||||
Energizer Holdings, Inc. Equity Incentive Plan | Common Stock | ||||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||||
Maximum award payout (in shares) | 10,000,000 | |||||||||
Omnibus Incentive Plan | ||||||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||||||||
Maximum award payout (in shares) | 6,500,000 | |||||||||
Available for grant (in shares) | 300,000 |
Earnings per share - Schedule o
Earnings per share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | |||||
Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Net earnings from continuing operations | $ 9.2 | $ 88.5 | $ 17.7 | ||||
Mandatory preferred stock dividends | $ (4) | (4.4) | (12.1) | (7.7) | |||
Net earnings from continuing operations attributable to common shareholders | 25 | 4.8 | 76.4 | 10 | |||
Net loss from discontinued operations | 0.8 | $ (131.4) | $ 0.3 | (1.8) | $ (11) | (130.3) | (12.8) |
Net earnings/(loss) attributable to common shareholders | $ 25.8 | $ 3 | $ (53.9) | $ (2.8) | |||
Basic average shares outstanding (shares) | 68.5 | 69.6 | 68.9 | 65.5 | |||
Basic net (loss)/earnings per common share- continuing operations (in dollars per share) | $ 0.37 | $ 0.07 | $ 1.11 | $ 0.15 | |||
Basic net loss per common share- discontinued operations (in dollars per share) | 0.01 | (0.03) | (1.89) | (0.19) | |||
Basic net (loss)/earnings per common share (in dollars per share) | $ 0.38 | $ 0.04 | $ (0.78) | $ (0.04) | |||
Weighted average shares of common stock - Diluted (shares) | 68.7 | 70.6 | 69.4 | 66.5 | |||
Diluted net (loss)/earnings per common share- continuing operations (in dollars per share) | $ 0.37 | $ 0.07 | $ 1.10 | $ 0.15 | |||
Diluted net loss per common share- discontinued operations (in dollars per share) | 0.01 | (0.03) | (1.88) | (0.19) | |||
Diluted net (loss)/earnings per common share (in dollars per share) | $ 0.38 | $ 0.04 | $ (0.78) | $ (0.04) | |||
Restricted stock equivalents that were anti-dilutive | $ 0.5 | $ 0 | $ 0.1 | $ 0.3 | $ 0.1 | ||
Performance Shares | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1.4 | 1.2 | 0.8 | ||||
Deferred Compensation, Share-based Payments | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Effect of dilutive performance shares (shares) | 0.1 | 0.2 | 0.1 | 0.2 | |||
Performance Shares | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Effect of dilutive performance shares (shares) | 0 | 0.5 | 0.3 | 0.5 | |||
Restricted Stock Equivalents | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Effect of dilutive performance shares (shares) | 0.1 | 0.3 | 0.1 | 0.3 |
Segments - Narrative (Details)
Segments - Narrative (Details) | 9 Months Ended |
Jun. 30, 2020Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Segments - Schedule of Segment
Segments - Schedule of Segment Reporting Information, by Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Net sales | $ 658 | $ 647.2 | $ 1,981.8 | $ 1,775.5 |
Segment Profit | 263.2 | 246.3 | 800.1 | 716 |
Research and development expense | 8.4 | 9.5 | 25.6 | 23.7 |
Amortization of intangible assets | (14.3) | (14.4) | (42.3) | (30.1) |
Inventory step up | 5 | 27.5 | ||
Loss on extinguishment of debt | 0 | 0 | (4.2) | 0 |
Other items, net | (1.1) | 1 | (5.4) | 0.7 |
(Loss)/Earnings before income taxes | 38.9 | 9.4 | 119.5 | 25.4 |
Acquisition foreign currency gains | (0.9) | |||
Acquisition and integration costs | 11.4 | 28 | 47.6 | 159.9 |
Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Segment Profit | 157.7 | 144.8 | 481.3 | 440.6 |
Segment Reconciling Items | ||||
Segment Reporting Information [Line Items] | ||||
General corporate and other expenses | (25.6) | (29.9) | (74) | (78.3) |
Global marketing expense | (7.4) | (3) | (19.1) | (12.5) |
Research and development expense | 8.2 | 9.2 | 24.4 | 23.4 |
Amortization of intangible assets | (14.3) | (14.4) | (42.3) | (30.1) |
Acquisition and integration costs | 11.4 | 28 | 47.6 | 159.9 |
Interest and other financing items | (50.8) | (51.9) | (144.8) | (111.7) |
Americas | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 491.9 | 465.1 | 1,416.3 | 1,220.2 |
Americas | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 491.9 | 465.1 | 1,416.3 | 1,220.2 |
Segment Profit | 122.9 | 103.8 | 353.9 | 308.6 |
International | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 166.1 | 182.1 | 565.5 | 555.3 |
Acquisition foreign currency gains | (0.6) | |||
International | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 166.1 | 182.1 | 565.5 | 555.3 |
Segment Profit | 34.8 | 41 | 127.4 | 132 |
Selling, General and Administrative Expenses | ||||
Segment Reporting Information [Line Items] | ||||
Global marketing expense | (3) | (0.6) | (8.5) | (4) |
Acquisition and integration costs | 6.1 | 15.1 | 25.3 | 63.1 |
Advertising and Sales Promotion Expense | ||||
Segment Reporting Information [Line Items] | ||||
Global marketing expense | (4.4) | (2.4) | (10.6) | (8.5) |
Interest Expense | ||||
Segment Reporting Information [Line Items] | ||||
Interest and other financing items | 65.6 | |||
Acquisition and integration costs | 0 | 0 | 0 | 65.6 |
Research and Development Expense | ||||
Segment Reporting Information [Line Items] | ||||
Acquisition and integration costs | 0.2 | 0.3 | 1.2 | 0.3 |
Acquisition and integration costs | $ 0.2 | $ 0.3 | $ 1.2 | $ 0.3 |
Segments - Schedule of Acquisit
Segments - Schedule of Acquisition and Integration Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Acquisition and integration costs | $ 11.4 | $ 28 | $ 47.6 | $ 159.9 |
Other items, net | (1.1) | 1 | (5.4) | 0.7 |
Inventory Step Up | ||||
Segment Reporting Information [Line Items] | ||||
Acquisition and integration costs | 0 | 6.5 | 0 | 33.7 |
Cost of products sold | ||||
Segment Reporting Information [Line Items] | ||||
Acquisition and integration costs | 5.5 | 5.9 | 20.7 | 10.4 |
Selling, general and administrative expense | ||||
Segment Reporting Information [Line Items] | ||||
Acquisition and integration costs | 6.1 | 15.1 | 25.3 | 63.1 |
Research and development expense | ||||
Segment Reporting Information [Line Items] | ||||
Acquisition and integration costs | 0.2 | 0.3 | 1.2 | 0.3 |
Interest expense | ||||
Segment Reporting Information [Line Items] | ||||
Acquisition and integration costs | 0 | 0 | 0 | 65.6 |
Interest and other financing items | 65.6 | |||
Other items, net | ||||
Segment Reporting Information [Line Items] | ||||
Acquisition and integration costs | $ (0.4) | 0.2 | 0.4 | (13.2) |
Pre-tax expenses | $ 0.2 | $ 0.4 | $ 0.2 |
Segments - Reconciliation of As
Segments - Reconciliation of Assets from Segment to Consolidated (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Sep. 30, 2019 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Goodwill and other intangible assets | $ 2,932.1 | $ 2,963.7 |
Assets held for sale | 0 | 791.7 |
Total assets | 5,126.5 | 5,449.6 |
Operating Segments | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Tangible assets | 2,065.9 | 1,612.9 |
Corporate | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Tangible assets | 128.5 | 81.3 |
Americas | Operating Segments | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Tangible assets | 1,433.6 | 991.9 |
International | Operating Segments | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Tangible assets | $ 632.3 | $ 621 |
Leases - Balance Sheet Location
Leases - Balance Sheet Location (Details) $ in Millions | Jun. 30, 2020USD ($) |
Operating Leases: | |
Operating lease asset | $ 123 |
Operating lease liabilities - current | 14.3 |
Operating lease liabilities | 112.6 |
Total Operating Lease Liabilities | $ 126.9 |
Weighted-average remaining lease term (in years) | 16 years 1 month 6 days |
Weighted-average discount rate | 4.20% |
Finance Leases: | |
Property, plant and equipment, net | $ 45.7 |
Current portion of capital leases | 1.7 |
Long-term debt | 44.4 |
Total Finance Lease Liabilities | $ 46.1 |
Weighted Average remaining lease term (in years) | 20 years 7 months 6 days |
Weighted-average discount rate | 6.80% |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Jun. 30, 2020 | Jun. 30, 2020 | |
Leases [Abstract] | ||
Operating lease cost | $ 5.4 | $ 14.9 |
Finance lease cost: | ||
Amortization of assets | 0.8 | 2.4 |
Interest on lease liabilities | 0.8 | 2.3 |
Variable lease costs | 1.4 | 2.5 |
Total lease costs | $ 8.4 | $ 22.1 |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Cash and Non-Cash Information (Details) $ in Millions | 9 Months Ended |
Jun. 30, 2020USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities: | |
Operating cash flows from operating leases | $ 14.6 |
Operating cash flows from finance leases | 2.2 |
Financing cash flows from finance leases | 1 |
Non-cash increase in lease assets and lease liabilities: | |
Operating leases | 86 |
Additional operating lease related assets and lease liabilities | $ 36 |
Leases Leases - Schedule of Min
Leases Leases - Schedule of Minimum Lease Payments (Details) $ in Millions | Jun. 30, 2020USD ($) |
Operating Leases | |
2020 | $ 4.6 |
2021 | 18.2 |
2022 | 17.4 |
2023 | 16.2 |
2024 | 16 |
Thereafter | 110.5 |
Total lease payments | 182.9 |
Less: Imputed interest | (56) |
Present value of lease liabilities | 126.9 |
Finance Leases | |
2020 | 1.2 |
2021 | 4.6 |
2022 | 4.7 |
2023 | 4.6 |
2024 | 4.4 |
Thereafter | 70.8 |
Total lease payments | 90.3 |
Less: Imputed interest | (44.2) |
Present value of lease liabilities | $ 46.1 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Sep. 30, 2019 |
Lessee, Lease, Description [Line Items] | ||
Operating lease assets | $ 123 | |
2020 | $ 16.8 | |
2021 | 10.3 | |
2022 | 6.6 | |
2023 | 5.8 | |
2024 | 5.4 | |
Thereafter | $ 38.9 | |
Embedded Lease Agreement | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease assets | 34 | |
North America Headquarters | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease assets | $ 17 |
Goodwill and intangible asset_2
Goodwill and intangible assets - Schedule of Goodwill (Details) $ in Millions | 9 Months Ended |
Jun. 30, 2020USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 1,004.8 |
Cumulative translation adjustment | (0.9) |
Ending balance | 1,008.7 |
Americas | |
Goodwill [Roll Forward] | |
Beginning balance | 861.6 |
Cumulative translation adjustment | (0.3) |
Ending balance | 865.8 |
International | |
Goodwill [Roll Forward] | |
Beginning balance | 143.2 |
Cumulative translation adjustment | (0.6) |
Ending balance | 142.9 |
Spectrum Brands Holdings | |
Goodwill [Roll Forward] | |
Goodwill acquired | 0.9 |
Spectrum Brands Holdings | Americas | |
Goodwill [Roll Forward] | |
Goodwill acquired | 0.7 |
Spectrum Brands Holdings | International | |
Goodwill [Roll Forward] | |
Goodwill acquired | 0.2 |
Spectrum Auto Care Acquisition | |
Goodwill [Roll Forward] | |
Goodwill acquired | 3.9 |
Spectrum Auto Care Acquisition | Americas | |
Goodwill [Roll Forward] | |
Goodwill acquired | 3.8 |
Spectrum Auto Care Acquisition | International | |
Goodwill [Roll Forward] | |
Goodwill acquired | $ 0.1 |
Goodwill and intangible asset_3
Goodwill and intangible assets - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | |
Jun. 30, 2020 | Sep. 30, 2019 | |
Goodwill [Line Items] | ||
Indefinite-lived intangible assets | $ 1,364.9 | $ 1,363.8 |
Cumulative translation adjustment | (0.9) | |
International | ||
Goodwill [Line Items] | ||
Cumulative translation adjustment | $ (0.6) |
Goodwill and intangible asset_4
Goodwill and intangible assets - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Millions | 9 Months Ended | |
Jun. 30, 2020 | Sep. 30, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||
Cumulative translation adjustment | $ (0.9) | |
Gross Carrying Amount | 669.5 | $ 663.8 |
Trademarks and trade names - indefinite lived | 1,364.9 | 1,363.8 |
Total Other intangible assets, net | 2,034.4 | 2,027.6 |
Accumulated Amortization | (111) | (68.7) |
Net Carrying Amount | 558.5 | 595.1 |
Total Other intangible assets, net | 1,923.4 | 1,958.9 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 59.7 | 59.7 |
Accumulated Amortization | (12.9) | (9.9) |
Net Carrying Amount | 46.8 | 49.8 |
Customer Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 394.2 | 394.2 |
Accumulated Amortization | (54.2) | (34.3) |
Net Carrying Amount | 340 | 359.9 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 34.5 | 34.5 |
Accumulated Amortization | (10.2) | (8.2) |
Net Carrying Amount | 24.3 | 26.3 |
Proprietary technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 172.5 | 172.5 |
Accumulated Amortization | (32.1) | (15.7) |
Net Carrying Amount | 140.4 | 156.8 |
Proprietary Formula | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 2.4 | 2.4 |
Accumulated Amortization | (0.4) | (0.3) |
Net Carrying Amount | 2 | 2.1 |
Non-Compete | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 0.5 | 0.5 |
Accumulated Amortization | (0.4) | (0.3) |
Net Carrying Amount | 0.1 | $ 0.2 |
Vendor Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 5.7 | |
Accumulated Amortization | (0.8) | |
Net Carrying Amount | 4.9 | |
International | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cumulative translation adjustment | $ (0.6) |
Debt - Schedule of Long-term De
Debt - Schedule of Long-term Debt Instruments (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Sep. 30, 2019 |
Debt Instrument [Line Items] | ||
Total long-term debt, including current maturities | $ 3,382 | $ 3,515.3 |
Capital lease obligations | 46.1 | |
Capital lease obligations | 46.9 | |
Less current portion | (93) | (1.6) |
Less unamortized debt premium and debt issuance fees | (36.5) | (52.1) |
Total long-term debt | 3,252.5 | 3,461.6 |
Secured Debt | 2019 Senior Secured Term Loan A Facility Due 2022 | ||
Debt Instrument [Line Items] | ||
Total long-term debt, including current maturities | 342.2 | 0 |
Secured Debt | Senior Secured Term Loan A Facility due 2021 | ||
Debt Instrument [Line Items] | ||
Total long-term debt, including current maturities | 0 | 77.5 |
Secured Debt | Senior Secured Term Loan B Facility due 2025 | ||
Debt Instrument [Line Items] | ||
Total long-term debt, including current maturities | 313.5 | 982.5 |
Senior Notes | 5.50% Senior Notes due 2025 | ||
Debt Instrument [Line Items] | ||
Total long-term debt, including current maturities | 600 | 600 |
Senior Notes | 6.375% Senior Notes due 2026 | ||
Debt Instrument [Line Items] | ||
Total long-term debt, including current maturities | 750 | 500 |
Senior Notes | 4.625% Senior Notes due 2026 | ||
Debt Instrument [Line Items] | ||
Total long-term debt, including current maturities | 730.2 | 708.4 |
Senior Notes | 7.750% Senior Notes due 2027 | ||
Debt Instrument [Line Items] | ||
Total long-term debt, including current maturities | $ 600 | $ 600 |
Debt - Narrative (Details)
Debt - Narrative (Details) € in Millions | Jul. 01, 2020USD ($) | Apr. 22, 2020USD ($) | Jan. 02, 2020USD ($) | Jan. 02, 2020EUR (€) | Dec. 27, 2019USD ($) | Mar. 13, 2017 | Mar. 31, 2020USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Sep. 30, 2019USD ($) | Apr. 01, 2019USD ($) | Feb. 28, 2018USD ($) | Jun. 30, 2017USD ($) |
Debt Instrument [Line Items] | |||||||||||||
Write-off of deferred financing fees | $ 4,200,000 | ||||||||||||
Maturities of long term debt in five years | $ 610,000,000 | ||||||||||||
Short term borrowing interest rate | 3.80% | 3.80% | |||||||||||
Payments of Debt Issuance Costs | $ 6,100,000 | $ 40,100,000 | |||||||||||
Long-term debt | 3,382,000,000 | $ 3,515,300,000 | |||||||||||
Notes payable | 205,400,000 | 31,900,000 | |||||||||||
Foreign Affiliate | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Outstanding letters of credit | 5,400,000 | ||||||||||||
Interest Rate Contracts | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Forward interest rate | 2.47% | ||||||||||||
Notional value | 150,000,000 | $ 50,000,000 | $ 400,000,000 | ||||||||||
2019 Senior Secured Term Loan A Facility Due 2022 | Secured Debt | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Face amount of debt | 365,000,000 | ||||||||||||
Long-term debt | 342,200,000 | 0 | |||||||||||
Senior Secured Term Loan A Facility due 2021 | Secured Debt | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Pay down of debt | 65,000,000 | ||||||||||||
Long-term debt | 0 | 77,500,000 | |||||||||||
Senior Secured Term Loan B Facility due 2025 | Secured Debt | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Pay down of debt | $ 300,000,000 | ||||||||||||
Long-term debt | $ 313,500,000 | 982,500,000 | |||||||||||
6.375% Senior Notes due 2026 | Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Face amount of debt | $ 250,000,000 | ||||||||||||
Stated interest rate of debt | 6.375% | 6.375% | |||||||||||
Add-On price, percentage | 102.25% | ||||||||||||
Long-term debt | $ 750,000,000 | 500,000,000 | |||||||||||
Senior Notes, 4.750%, Due 2028 | Senior Notes | Subsequent Event | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Face amount of debt | $ 600,000,000 | ||||||||||||
Stated interest rate of debt | 4.75% | ||||||||||||
Senior Secured Term Loan B Facility due 2022 | Secured Debt | Interest Rate Contracts | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Variable rate debt hedged | $ 200,000,000 | ||||||||||||
Fixed interest rate | 2.03% | ||||||||||||
5.50% Senior Notes due 2025 | Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Stated interest rate of debt | 5.50% | ||||||||||||
Long-term debt | $ 600,000,000 | 600,000,000 | |||||||||||
5.50% Senior Notes due 2025 | Senior Notes | Subsequent Event | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Pay down of debt | $ 488,800,000 | ||||||||||||
Stated interest rate of debt | 5.50% | ||||||||||||
Add-On price, percentage | 102.75% | ||||||||||||
Total call premium paid | $ 18,300,000 | ||||||||||||
4.625% Senior Notes due 2026 | Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Stated interest rate of debt | 4.25% | ||||||||||||
Long-term debt | $ 730,200,000 | 708,400,000 | |||||||||||
Revolving Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Outstanding letters of credit | 200,000,000 | 25,000,000 | |||||||||||
Amount available remaining | 192,700,000 | ||||||||||||
Notes payable | 200,000,000 | ||||||||||||
Letter of Credit | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Outstanding letters of credit | $ 7,300,000 | ||||||||||||
Non-US | Revolving Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Outstanding letters of credit | 6,900,000 | ||||||||||||
LIBOR | Senior Secured Term Loan B Facility due 2022 | Secured Debt | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis points | 2.00% | 2.50% | |||||||||||
Basis points floor | 0.75% | ||||||||||||
Estimate of Fair Value | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Fair Value Amount | $ 2,722,300,000 | 2,474,700,000 | |||||||||||
Reported Value Measurement | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Fair Value Amount | 2,680,200,000 | $ 2,408,400,000 | |||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Write-off of deferred financing fees | $ 6,900,000 | ||||||||||||
Initial cash proceeds | € | € 180 | ||||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | VARTAAG | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Initial cash proceeds | $ 323,100,000 | $ 345,800,000 |
Debt - Long-term Debt and Capit
Debt - Long-term Debt and Capital Lease Maturities (Details) $ in Millions | Jun. 30, 2020USD ($) |
Debt Disclosure [Abstract] | |
Maturities of long term debt in one year | $ 91.3 |
Maturities of long term debt in two years | 91.3 |
Maturities of long term debt in three years | 162.2 |
Maturities of long term debt in four years | 10 |
Maturities of long term debt in five years | 610 |
Maturities of long term debt thereafter | 2,371.1 |
Total long-term debt payments due | $ 3,335.9 |
Pension Plans - Schedule of Net
Pension Plans - Schedule of Net Benefit Costs (Details) - Pension Plan - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
U.S. | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 0 | $ 0 | $ 0 | $ 0 |
Interest cost | 4 | 5.1 | 12 | 15.3 |
Expected return on plan assets | (6.1) | (6.6) | (18.3) | (19.6) |
Amortization of unrecognized net losses | 1.6 | 1.1 | 4.8 | 3.1 |
Net periodic (benefit)/cost | (0.5) | (0.4) | (1.5) | (1.2) |
International | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 0.2 | 0.1 | 0.6 | 0.4 |
Interest cost | 0.3 | 0.8 | 0.9 | 2.3 |
Expected return on plan assets | (0.6) | (1.3) | (1.8) | (3.8) |
Amortization of unrecognized net losses | 0.3 | 0.2 | 0.9 | 0.7 |
Net periodic (benefit)/cost | $ 0.2 | $ (0.2) | $ 0.6 | $ (0.4) |
Shareholders' Equity - Narrativ
Shareholders' Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | Jan. 27, 2020 | Nov. 11, 2019 | Apr. 29, 2019 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Jun. 30, 2020 | Jun. 30, 2019 | Jul. 31, 2015 |
Class of Stock [Line Items] | ||||||||||||
Common stock purchased (in shares) | 980,136 | |||||||||||
Common stock purchased | $ 45 | $ 45 | $ 45 | |||||||||
Average price (in dollars per share) | $ 45.93 | |||||||||||
Dividends to common shareholders | $ 20.8 | $ 21.4 | $ 21.4 | $ 21.4 | $ 21.6 | $ 18.4 | ||||||
Dividend declared (in dollars per share) | $ (0.30) | $ (0.30) | $ (0.30) | $ (63,600,000) | $ (61,400,000) | |||||||
Dividends paid on common stock | $ (64.3) | $ (61.7) | ||||||||||
Preferred stock dividend declared (in dollars per share) | $ 1.875 | $ 1.875 | ||||||||||
Payments of Ordinary Dividends, Preferred Stock and Preference Stock | $ 12.1 | $ 4 | ||||||||||
Common Stock | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Number of shares authorized to be acquired (shares) | 7,500,000 | |||||||||||
Common stock purchased (in shares) | 980,000 | 1,036,000 | ||||||||||
Retained Earnings | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Dividends to common shareholders | $ 20.8 | $ 21.4 | $ 21.4 | $ 21.4 | $ 21.6 | $ 18.4 |
Financial Instruments and Ris_3
Financial Instruments and Risk Management - Narrative (Details) | 3 Months Ended | 9 Months Ended | |||||||
Jun. 30, 2020USD ($)derivative_instrumentContract | Jun. 30, 2019USD ($) | Dec. 31, 2018USD ($) | Jun. 30, 2020USD ($)derivative_instrumentContract | Jun. 30, 2019USD ($) | Sep. 30, 2019USD ($) | Apr. 01, 2019USD ($) | Feb. 28, 2018USD ($) | Jun. 30, 2017USD ($) | |
Derivative [Line Items] | |||||||||
Unrecognized pre-tax loss | $ (4,700,000) | $ 8,900,000 | |||||||
Portion or pre-tax gain included in AOCI expected to be included in earnings | $ (1,000,000) | (1,000,000) | |||||||
Gain (Loss) Recognized in Income | 0 | $ (900,000) | (2,200,000) | $ 8,100,000 | |||||
Interest Rate Contracts | |||||||||
Derivative [Line Items] | |||||||||
Notional value | 150,000,000 | 150,000,000 | $ 50,000,000 | $ 400,000,000 | |||||
Forward interest rate | 2.47% | ||||||||
Line of Credit | Senior Secured Term Loan B Facility, net of discount, due 2022 | |||||||||
Derivative [Line Items] | |||||||||
Face amount of debt | 855,700,000 | 855,700,000 | |||||||
Estimate of Fair Value | |||||||||
Derivative [Line Items] | |||||||||
Fair market value of fixed rate long-term debt | 2,722,300,000 | 2,722,300,000 | $ 2,474,700,000 | ||||||
Reported Value Measurement | |||||||||
Derivative [Line Items] | |||||||||
Fair market value of fixed rate long-term debt | 2,680,200,000 | 2,680,200,000 | 2,408,400,000 | ||||||
Senior Secured Term Loan B Facility due 2022 | Senior Secured Term Loan B Facility, net of discount, due 2022 | Interest Rate Contracts | |||||||||
Derivative [Line Items] | |||||||||
Variable rate debt hedged | $ 200,000,000 | ||||||||
Fixed interest rate | 2.03% | ||||||||
Designated as Hedging Instrument | Cash Flow Hedging | |||||||||
Derivative [Line Items] | |||||||||
Derivatives - Foreign Currency contracts | (13,600,000) | (13,600,000) | (1,200,000) | ||||||
Designated as Hedging Instrument | Cash Flow Hedging | Zinc contracts | |||||||||
Derivative [Line Items] | |||||||||
Derivatives - Foreign Currency contracts | $ (3,500,000) | $ (3,500,000) | (1,000,000) | ||||||
Derivative, Number of Open Contracts | Contract | 19 | 19 | |||||||
Notional value | $ 51,000,000 | $ 51,000,000 | |||||||
Designated as Hedging Instrument | Cash Flow Hedging | Foreign currency contracts | |||||||||
Derivative [Line Items] | |||||||||
Derivatives - Foreign Currency contracts | (1,200,000) | (1,200,000) | 4,500,000 | ||||||
Designated as Hedging Instrument | Cash Flow Hedging | Foreign Exchange Forward | |||||||||
Derivative [Line Items] | |||||||||
Notional value | $ 141,000,000 | $ 141,000,000 | |||||||
Number of open contracts | derivative_instrument | 64 | 64 | |||||||
Not Designated as Hedging Instrument | Foreign currency contracts | |||||||||
Derivative [Line Items] | |||||||||
Derivatives - Foreign Currency contracts | $ (500,000) | $ (500,000) | $ 4,300,000 | ||||||
Gain (Loss) Recognized in Income | (600,000) | $ (1,300,000) | (2,200,000) | $ (200,000) | |||||
Not Designated as Hedging Instrument | Foreign Exchange Forward | |||||||||
Derivative [Line Items] | |||||||||
Notional value | $ 80,000,000 | $ 80,000,000 | |||||||
Number of open contracts | derivative_instrument | 8 | 8 |
Financial Instruments and Ris_4
Financial Instruments and Risk Management - Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss) (Details) - Designated as Hedging Instrument - Cash Flow Hedging - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Sep. 30, 2019 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivatives - Foreign Currency contracts | $ (13.6) | $ (13.6) | $ (1.2) | ||
(Loss)/Gain Recognized in OCI | (2.5) | $ (5.4) | (10.9) | $ (8) | |
Loss Reclassified From OCI into Income(Effective Portion) | (0.1) | 2.1 | 1.2 | 7.1 | |
Foreign currency contracts | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivatives - Foreign Currency contracts | (1.2) | (1.2) | 4.5 | ||
(Loss)/Gain Recognized in OCI | (4.5) | (0.4) | (1.2) | 3.7 | |
Loss Reclassified From OCI into Income(Effective Portion) | 1.8 | 1.9 | 4.5 | 6.7 | |
Interest rate swaps (2017 and 2018) | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivatives - Foreign Currency contracts | (8.9) | (8.9) | (4.7) | ||
(Loss)/Gain Recognized in OCI | (1.2) | (4.1) | (6.6) | (11) | |
Loss Reclassified From OCI into Income(Effective Portion) | (1.6) | 0.2 | (2.7) | 0.4 | |
Zinc contracts | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivatives - Foreign Currency contracts | (3.5) | (3.5) | $ (1) | ||
(Loss)/Gain Recognized in OCI | 3.2 | (0.9) | (3.1) | (0.7) | |
Loss Reclassified From OCI into Income(Effective Portion) | $ (0.3) | $ 0 | $ (0.6) | $ 0 |
Financial Instruments and Ris_5
Financial Instruments and Risk Management - Derivative Instruments, Gain (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Sep. 30, 2019 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Gain (Loss) Recognized in Income | $ 0 | $ (0.9) | $ (2.2) | $ 8.1 | |
Foreign currency contracts | Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Gain (Loss) Recognized in Income | 0.9 | ||||
Foreign currency contracts | Disposal Group, Disposed of by Sale, Not Discontinued Operations | VARTAAG | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Gain (Loss) Recognized in Income | 2.2 | ||||
Not Designated as Hedging Instrument | Foreign currency contracts | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Estimated Fair Value Liability | (0.5) | (0.5) | $ 4.3 | ||
Gain (Loss) Recognized in Income | $ (0.6) | $ (1.3) | $ (2.2) | $ (0.2) |
Financial Instruments and Ris_6
Financial Instruments and Risk Management - Offsetting Assets and Liabilities (Details) - Foreign currency contracts - USD ($) $ in Millions | Jun. 30, 2020 | Sep. 30, 2019 |
Derivatives, Fair Value [Line Items] | ||
Gross amounts of recognized assets | $ 1.9 | $ 9.4 |
Gross amounts offset in the Balance Sheet | (0.7) | (0.4) |
Net amounts of assets presented in the Balance Sheet | 1.2 | 9 |
Gross amounts of recognized liabilities | (3.6) | (0.4) |
Gross amounts offset in the Balance Sheet | (0.7) | (0.2) |
Net amounts of liabilities presented in the Balance Sheet | $ (2.9) | $ (0.2) |
Financial Instruments and Ris_7
Financial Instruments and Risk Management - Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Sep. 30, 2019 |
Level 2 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Deferred compensation | $ 26.3 | $ (28.1) |
Exit lease liability | 0 | (0.1) |
Net Liabilities at estimated fair value | (40.4) | (25.1) |
Foreign currency contracts | Not Designated as Hedging Instrument | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - Foreign Currency contracts | (0.5) | 4.3 |
Foreign currency contracts | Level 2 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - Foreign Currency contracts | (1.2) | 4.5 |
Foreign currency contracts | Level 2 | Fair Value, Measurements, Recurring | Not Designated as Hedging Instrument | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - Foreign Currency contracts | (0.5) | 4.3 |
Derivatives - 2017 and 2018 Interest Rate swaps | Level 2 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - Foreign Currency contracts | (8.9) | (4.7) |
Commodity contract | Level 2 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - Foreign Currency contracts | (3.5) | (1) |
Estimate of Fair Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term Debt, Percentage Bearing Fixed Interest, Fair Value Amount | $ 2,722.3 | $ 2,474.7 |
Schedule of Accumulated Other C
Schedule of Accumulated Other Comprehensive Income (Loss) (Details) $ in Millions | 9 Months Ended |
Jun. 30, 2020USD ($) | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Balance at September 30, 2019 | $ (298.3) |
OCI before reclassifications | (31.9) |
Reclassifications to earnings | 3.5 |
Activity related to discontinued operations | 21.4 |
Balance at June 30, 2020 | (305.3) |
Foreign Currency Translation Adjustments | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Balance at September 30, 2019 | (124) |
OCI before reclassifications | (22.5) |
Reclassifications to earnings | 0 |
Activity related to discontinued operations | 19.3 |
Balance at June 30, 2020 | (127.2) |
Pension Activity | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Balance at September 30, 2019 | (173.3) |
OCI before reclassifications | (1.1) |
Reclassifications to earnings | 4.4 |
Activity related to discontinued operations | 3 |
Balance at June 30, 2020 | (167) |
Foreign Currency Contracts | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Balance at September 30, 2019 | 3.1 |
OCI before reclassifications | (0.8) |
Reclassifications to earnings | (3.5) |
Activity related to discontinued operations | 0 |
Balance at June 30, 2020 | (1.2) |
Zinc contracts | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Balance at September 30, 2019 | 0.2 |
OCI before reclassifications | (2.4) |
Reclassifications to earnings | 0.5 |
Activity related to discontinued operations | (0.9) |
Balance at June 30, 2020 | (2.6) |
Interest Rate Contracts | Foreign Currency Contracts | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |
Balance at September 30, 2019 | (4.3) |
OCI before reclassifications | (5.1) |
Reclassifications to earnings | 2.1 |
Activity related to discontinued operations | 0 |
Balance at June 30, 2020 | $ (7.3) |
Reclassification out of Accumul
Reclassification out of Accumulated Other Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total Other items, net | $ (0.7) | $ 0.8 | $ (5.8) | $ 13.9 |
Interest expense | (50.8) | (51.9) | (149) | (177.3) |
(Loss)/Earnings before income taxes | 38.9 | 9.4 | 119.5 | 25.4 |
Income tax expense | (9.9) | (0.2) | (31) | (7.7) |
Net earnings/(loss) | 29.8 | 7.4 | (41.8) | 4.9 |
Amount Reclassified from AOCI | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Net earnings/(loss) | (1.5) | 0.6 | (3.5) | 2.3 |
Gains and losses on cash flow hedges | Amount Reclassified from AOCI | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total Other items, net | 1.8 | 1.9 | 4.5 | 6.7 |
Interest expense | 1.6 | 0.2 | (2.7) | 0.4 |
(Loss)/Earnings before income taxes | (0.1) | 2.1 | 1.2 | 7.1 |
Income tax expense | 0 | (0.4) | (0.3) | (1.6) |
Net earnings/(loss) | (0.1) | 1.7 | 0.9 | 5.5 |
Amortization of defined benefit pension items | Amount Reclassified from AOCI | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Actuarial loss | 1.9 | (1.3) | (5.7) | (3.8) |
Income tax expense | (0.5) | 0.2 | 1.3 | 0.6 |
Net earnings/(loss) | $ (1.4) | $ (1.1) | $ (4.4) | $ (3.2) |
Supplemental Financial Statem_3
Supplemental Financial Statement Information, Supplemental Balance Sheet Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Sep. 30, 2019 | |
Income Statement Related Disclosures [Abstract] | |||||
Interest income | $ (0.2) | $ (0.3) | $ (0.4) | $ (1.3) | |
Foreign currency exchange loss/(gain) | 2.9 | (0.3) | 8 | 2.4 | |
Pension benefit other than service costs | (0.5) | (0.7) | (1.5) | (2.1) | |
Other | (1.1) | 0.3 | (0.7) | 0.3 | |
Acquisition foreign currency loss/(gain) | 0 | 0.9 | 2.2 | (8.1) | |
Interest income on restricted cash | 0 | 0 | 0 | (5.8) | |
Transition services agreement income | (0.4) | (0.7) | (0.8) | (0.8) | |
Gain on sale of assets | 0 | 0 | (1) | 0 | |
Total Other items, net | 0.7 | $ (0.8) | 5.8 | $ (13.9) | |
Inventories | |||||
Raw materials and supplies | 103.3 | 103.3 | $ 70.5 | ||
Work in process | 139.1 | 139.1 | 103.7 | ||
Finished products | 276.2 | 276.2 | 295.1 | ||
Total inventories | 518.6 | 518.6 | 469.3 | ||
Other Current Assets | |||||
Miscellaneous receivables | 18.1 | 18.1 | 16.5 | ||
Due from Spectrum | 34.7 | 34.7 | 7.6 | ||
Prepaid expenses | 96.4 | 96.4 | 71.3 | ||
Value added tax collectible from customers | 23.9 | 23.9 | 23.1 | ||
Other | 12.9 | 12.9 | 58.6 | ||
Total other current assets | 186 | 186 | 177.1 | ||
Property, Plant and Equipment | |||||
Land | 9 | 9 | 9.6 | ||
Buildings | 119.6 | 119.6 | 119.9 | ||
Machinery and equipment | 824.2 | 824.2 | 823 | ||
Capital leases | 45.7 | 45.7 | 50.4 | ||
Construction in progress | 36 | 36 | 25.8 | ||
Total gross property | 1,034.5 | 1,034.5 | 1,028.7 | ||
Accumulated depreciation | (689.6) | (689.6) | (666.7) | ||
Total property, plant and equipment, net | 344.9 | 344.9 | 362 | ||
Other Current Liabilities | |||||
Accrued advertising, sales promotion and allowances | 11.2 | 11.2 | 11.8 | ||
Accrued trade allowances | 22.9 | 22.9 | 53.1 | ||
Accrued salaries, vacations and incentive compensation | 43.9 | 43.9 | 59.2 | ||
Accrued interest expense | 63 | 63 | 37.4 | ||
Due to Spectrum | 1.1 | 1.1 | 2.6 | ||
Accrued acquisition and integration costs | 1 | 1 | 7.9 | ||
Restructuring reserve | 13.2 | 13.2 | 9.8 | ||
Income taxes payable | 29.3 | 29.3 | 23.4 | ||
Other | 164.4 | 164.4 | 128.4 | ||
Total other current liabilities | 350 | 350 | 333.6 | ||
Other Liabilities | |||||
Pensions and other retirement benefits | 101.1 | 101.1 | 109 | ||
Deferred compensation | 26.3 | 26.3 | 28.1 | ||
Restructuring reserve | 0.7 | 0.7 | 0 | ||
Mandatory transition tax | 16.7 | 16.7 | 16.7 | ||
Other non-current liabilities | 73.9 | 73.9 | 50.8 | ||
Total other liabilities | $ 218.7 | $ 218.7 | $ 204.6 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | Nov. 15, 2018 | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Sep. 30, 2019 |
Related Party Transaction [Line Items] | |||||||
Selling, general and administrative expense | $ 112,800,000 | $ 127,600,000 | $ 351,000,000 | $ 373,500,000 | |||
Cost of products sold | 394,800,000 | 400,900,000 | 1,181,700,000 | 1,059,500,000 | |||
Earnings related to transition service agreements | (400,000) | (700,000) | (800,000) | (800,000) | |||
Total Other items, net | (700,000) | 800,000 | (5,800,000) | 13,900,000 | |||
Due to Spectrum | 1,100,000 | 1,100,000 | $ 2,600,000 | ||||
Due from Spectrum | 16.8 | 16.8 | |||||
Net (loss)/earnings | 29,800,000 | 7,400,000 | (41,800,000) | 4,900,000 | |||
Discontinued Operations | |||||||
Related Party Transaction [Line Items] | |||||||
TSA income | (4,000,000) | (3,800,000) | (8,100,000) | ||||
Other items, net | 300,000 | 300,000 | 1,000,000 | ||||
Transition Services Agreement | |||||||
Related Party Transaction [Line Items] | |||||||
Selling, general and administrative expense | 1,200,000 | 5,700,000 | 7,500,000 | 10,700,000 | |||
Cost of products sold | 100,000 | 300,000 | 400,000 | 700,000 | |||
Expense resulting from supply agreement | 3,900,000 | $ 4,800,000 | 13,300,000 | $ 9,200,000 | |||
Transition Services Agreement | Accounts Payable | |||||||
Related Party Transaction [Line Items] | |||||||
Expense resulting from supply agreement | $ 100,000 | 1,500,000 | |||||
Transition Services Agreement | Discontinued Operations | |||||||
Related Party Transaction [Line Items] | |||||||
Payable to related party | 22,500,000 | ||||||
Receivable recorded in assets held for sale | $ 8,900,000 | ||||||
Spectrum Brands Holdings | |||||||
Related Party Transaction [Line Items] | |||||||
Payments for rent | $ 600,000 | 1,700,000 | |||||
Spectrum Auto Care Acquisition | |||||||
Related Party Transaction [Line Items] | |||||||
Newly-issued common stock in acquisition | $ 312,500,000 | $ 2,000,000 | |||||
Percentage of common stock owned | 2.90% | 2.90% |
Legal proceedings_contingenci_2
Legal proceedings/contingencies and other obligations (Details) $ in Millions | Jun. 30, 2020USD ($) |
Loss Contingencies [Line Items] | |
Purchase obligations | $ 24.8 |